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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE13d-2(a)
Under the Securities Exchange Act of 1934
(Amendment No. )*
MYERS INDUSTRIES, INC.
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(Name of Issuer)
COMMON
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(Title of Class of Securities)
628464109
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(CUSIP Number)
KEVIN C. O'NEIL
BROUSE MCDOWELL, 500 FIRST NATIONAL TOWER, AKRON, OH 44308, (330) 434-5207
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
FEBRUARY 1, 1999
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(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box
|_|.
Note: Schedules filed in paper format shall include an original and five copies
of the schedule, including all exhibits. See Rule 13d-1(b) for other parties to
whom copies are to be sent.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
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Schedule 13D
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CUSIP No. 628464109
Page 2 of 4 Pages
1. NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
STEPHEN E. MYERS
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_|
(b) |_|
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3. SEC USE ONLY
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4. SOURCE OF FUNDS*
PF
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5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) |_|
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6. CITIZENSHIP OR PLACE OF ORGANIZATION
USA
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NUMBER OF 7. SOLE VOTING POWER
SHARES 1,375,994
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BENEFICIALLY 8. SHARED VOTING POWER
OWNED BY 217,362
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EACH 9. SOLE DISPOSITIVE POWER
REPORTING 1,375,994
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PERSON WITH 10. SHARED DISPOSITIVE POWER
217,362
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11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,593,356
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12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* |_|
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13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.68%
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14. TYPE OF REPORTING PERSON
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT!
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Schedule 13D
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CUSIP No. 628464109
Page 3 of 4 Pages
ITEM 1. SECURITY AND ISSUER.
The class of equity securities to which this statement relates is the
common stock, no par value per share (the "Common Shares") of Myers Industries,
Inc. ("Myers"), an Ohio corporation. The address of Myers' principal business
office is 1293 South Main Street, Akron, Ohio 44301.
ITEM 2. IDENTITY AND BACKGROUND.
Stephen E. Myers' business address is 1293 South Main Street, Akron, Ohio
44301. Mr. Myers is the President, Chief Executive Officer and a Director of
Myers. During the last five years, Mr. Myers has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors), and
has not been a party to a civil proceeding of a judicial or administrative body
of competent jurisdiction which resulted in him being subject to a judgment,
decree or final order enjoining future violations of, or prohibiting or
mandating activities subject to, federal or state securities laws or finding any
violation with respect to such laws. Mr. Myers is a citizen of the United States
of America.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Mr. Myers has acquired his shares in Myers through acquisitions using
personal funds, as well as by gift.
ITEM 4. PURPOSE OF TRANSACTION.
Myers was founded in 1933 by Mr. Myers' father and certain other persons
and became a public company in 1971. Mr. Myers serves as the President and Chief
Executive Officer, as well as a Director of Myers. All of the shares purchased
and/or owned by Mr. Myers were acquired by gift or purchase, and are held
primarily for investment. Mr. Myers may, from time to time, depending upon
market conditions and other investment considerations, purchase additional
shares of Myers for investment, or dispose of shares of Myers.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
Mr. Myers beneficially owns an aggregate of 1,593,356 shares of Myers
common stock, constituting 8.68% of the number of shares of such common stock
outstanding as of February 1, 1999.
During the last 60 days, Mr. Myers acquired 4,538 shares of Myers' common
stock on December 21, 1998, in the exercise of stock options, at a price of
$14.82 per share.
No other person is known to have the right to receive or the power to
direct the receipt of dividends from or the proceeds from the sale of the shares
held by the Mr. Myers.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
Other than described in this Schedule 13D above, there are no contracts,
arrangements, understandings or relationships (legal or otherwise) between Mr.
Myers and any other person with respect to any securities of the issuer,
including but not limited to, transfer or voting of any of such securities,
finder's fees, joint ventures, loan or option arrangements, put or calls,
guarantees of profits, divisions of profits or loss, or the giving or
withholding of proxies. None of the Myers common stock beneficially owned by Mr.
Myers is pledged or otherwise subject to a contingency, the occurrence of which
would give another person voting power or investment power over such shares
(excluding standard default and similar provisions contained in loan
agreements).
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
None
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Schedule 13D
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CUSIP No. 628464109
Page 4 of 4 Pages
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
February 10, 1999
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(Date)
/s/ Stephen E. Myers
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(Signature)
