UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ___)*
Span-America Medical Systems, Inc.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
846 396 109
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(CUSIP Number)
Thomas D. Henrion, Span-America Medical Systems, Inc.,
70 Commerce Center, Greenville, SC 29615
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(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
February 7, 2000
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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(b)(3) or (4), check the following box ___.
Check the following box if a fee is being paid with the statement ___. (A fee is
not required only if the reporting person: (1) has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
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).
SEC 1746 (12-91)
<PAGE>
SCHEDULE 13D
CUSIP No. 846 396 109 Page 2 of 6 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Thomas D. Henrion
###-##-####
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) ____
(b) ____
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) ___
6 CITIZENSHIP OR PLACE OF ORGANIZATION
USA
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 132,508
OWNED BY
EACH 8 SHARED VOTING POWER
REPORTING
PERSON 0
WITH
- ---------------------------
9 SOLE DISPOSITIVE POWER
132,508
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
132,508
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
_____
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.3%
14 TYPE OF REPORTING PERSON*
IN
- -------- -----------------------------------------
*SEE INSTRUCTIONS BEFORE FILLING OUT!
INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7
(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. 2 of 6
<PAGE>
Item 1. Security and Issuer
a. Title and class of equity securities:
Common Stock
b. Name and address of principal executive offices of issuer:
Span-America Medical Systems, Inc.
C/O Richard Coggins, CFO
70 Commerce Center
Greenville, SC 29615
ITEM 2. IDENTITY AND BACKGROUND
a. Name of filing person:
Thomas D. Henrion
b. Residence Address:
2005 Indian Chute
Indian Hills, KY 40207
c. Principal occupation:
President
EquiSource, LLC
1000 W. Ormsby Avenue
Louisville, KY 40210
d. During the last five years, Mr. Henrion has not been convicted in a
criminal proceeding.
e. During the last five years, Mr. Henrion has not been a party to a
civil proceeding of a judicial or administrative body of competent
jurisdiction resulting in a final judgment, final 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.
f. Citizenship:
United States of America
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
The shares of Span-America Medical Systems, Inc. common stock (the
"Shares") owned by the reporting person were purchased by him with cash in open
market transactions.
<PAGE>
ITEM 4. PURPOSE OF TRANSACTION
At this time, Mr. Henrion holds his Shares primarily for investment and has
no plan or proposal which would result in:
a. The acquisition by any person of additional securities of the issuer,
or the disposition of securities of the issuer;
b. An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the issuer or any of its
subsidiaries;
c. A sale or transfer of a material amount of assets of the issuer or any
of its subsidiaries;
d. Any change in the present board of directors or management of the
issuer, including any plans or proposals to change the number or term
of directors or to fill any existing vacancies on the board;
e. Any material change in the present capitalization or dividend policy
of the issuer;
f. Any other material change in the issuer's business or corporate
structure;
g. Changes in the issuer's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control
of the issuer by any person;
h. Causing a class of securities of the issuer to be delisted from a
national securities exchange or to cease to be authorized to be quoted
in an inter-dealer quotation system of a registered national
securities association;
i. A class of equity securities of the issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act;
or
j. Any action similar to any of these enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
a. Aggregate number and percentage of class of securities beneficially
owned by the filing person:
Number of Shares Percentage
132,508 5.3%
b. Number of Shares as to which there is:
(i) Sole power to vote or to direct the vote:
132,508
(ii) Shared power to vote or to direct the vote:
0
<PAGE>
(iii) Sole power to dispose or direct the disposition:
132,508
(iv) Shared power to dispose or direct the disposition:
0
(v) Parties with whom stock powers are shared:
All of the Shares are held in the name of the Reporting Person.
c. Description of transactions in the class of securities effected during
the past sixty days:
Mr. Henrion has made the following open-market purchases since
December 1, 1999:
On 12/16/99, Mr. Henrion purchased 100 shares at $3.25 per share
On 12/22/99, Mr. Henrion purchased 700 shares at $3.25 per share
On 2/3/00, Mr. Henrion purchased 2,000 shares at $3.50 per share
On 2/4/00, Mr. Henrion purchased 7,300 shares at $3.63 per share
On 2/7/00, Mr. Henrion purchased 8,800 shares at $3.56 per share
d. Statement regarding right of any other person to receive or the power
to direct the receipt of dividends from, or the proceeds from the sale
of such securities:
Not applicable
e. Statement regarding the date on which the reporting person ceased to
be the beneficial owner of more than five percent of the class of
securities:
Not applicable.
Item 6.
Contracts, Arrangements, Understandings, or Relationships with Respect to
Securities of Issuer:
None
<PAGE>
Item 7.
Material to be Filed as Exhibits:
None
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.
April 4, 2000
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Date
/s/ Thomas D. Henrion
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Thomas D. Henrion
