<PAGE>
<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Information to be included in statements filed pursuant to Rule 13d-1(a)
and amendments thereto filed pursuant to Rule 13d-2(a)
Under the Securities and Exchange Act of 1934
(Amendment No. 2 )*
Decora Industries, Inc.
- -------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, $0.01 Par Value
- -------------------------------------------------------------------------------
(Title of Class of Securities)
243593100
- -------------------------------------------------------------------------------
(CUSIP Number)
Marc C. Krantz, Kohrman Jackson & Krantz P.L.L.,
1375 East 9th Street, Cleveland, Ohio 44114, 216-736-7204
- -------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
May 3, 1998
- -------------------------------------------------------------------------------
(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 that is 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 a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) 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).
<PAGE>
<PAGE> 2
CUSIP No. 243593100
<TABLE>
SCHEDULE 13D
CUSIP NO.
<S> <C>
- -------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Robert W. Johnson IV
- -------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
- -------------------------------------------------------------------------------
3 SEC USE ONLY
- -------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
- -------------------------------------------------------------------------------
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 773,416
------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 0
------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 773,416
------------------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER
WITH 0
- -------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
773,416
- -------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*[ ]
- -------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.0%
- -------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- -------------------------------------------------------------------------------
</TABLE>
<PAGE>
<PAGE> 3
CUSIP No. 243593100
This Amendment No. 2 to Schedule 13D is filed on behalf of Robert W.
Johnson IV for the purpose of reporting the acquisition and disposition of
certain shares of common stock, par value $0.01 per share (the "Shares"), of
Decora Industries, Inc., a Delaware corporation ("Decora") by virtue of (i) the
vesting of the Series C Warrant to purchase Shares, dated November 3, 1995 (the
"Series C Warrant") pursuant to its terms and (ii) the payment in full upon
maturity of the convertible promissory note, dated November 3, 1992 (the
"Note"), respectively.
Item 4. Purpose of Transaction
Item 4 is amended and supplemented as follows:
Mr. Johnson no longer beneficially owns the Shares which were issuable
upon conversion of the Note. The Note was paid in full on its maturity date,
May 3, 1998, pursuant to its terms. Simultaneously with the payment in full of
the Note, Mr. Johnson acquired beneficial ownership of the Shares subject to
the Series C Warrant pursuant to the terms thereof. Reference is hereby made
to Amendment No. 1 to Schedule 13D ("Amendment No. 1") filed by Mr. Johnson on
December 28, 1995, which is incorporated herein by this reference. The
material terms of the Note and Series C Warrant are described more fully in
Amendment No. 1.
Item 5. Interest in Securities of the Issuer
Item 5 is amended and supplemented as follows:
(a) According to the most recently available filing with the Securities
and Exchange Commission by Decora, there are 7,331,378 Shares outstanding.
Assuming exercise of the Series A, B and C Warrants (as defined below) held by
Mr. Johnson, there would be 7,716,378 Shares outstanding (the "Outstanding
Shares").
Mr. Johnson beneficially owns 773,416, or 10.0%, of the Outstanding
Shares. Of the Shares beneficially owned by Mr. Johnson, 388,416 are in the
form of Common Stock; 45,000 are issuable to Mr. Johnson upon exercise of the
Series A Warrant to purchase Shares, dated November 3, 1992, as amended (the
"Series A Warrant"); 20,000 are issuable to Mr. Johnson upon exercise of the
Series B Warrant to purchase Shares, dated November 3, 1992, as amended (the
"Series B Warrant"), 260,000 are issuable to Mr. Johnson upon exercise of the
Series C Warrant and 60,000 are issuable to Mr. Johnson's children, which are
held in custodian accounts, of which Mr. Johnson is the custodian.
Mr. Johnson disclaims beneficial ownership of 27,000 Shares that are held
<PAGE>
<PAGE> 4
CUSIP No. 243593100
by trusts, of which Mr. Johnson is sole trustee, that Mr. Johnson established
for his children.
(b) Mr. Johnson has sole voting and dispositive power over the Shares
reported herein as being owned by him.
(c) The vesting of the Series C Warrant and the maturity of the Note, as
more fully described in Item 4 hereof, are the only transactions effected by
Mr. Johnson in the Shares during the past 60 days and in the 60 days on or
prior to May 3, 1998.
(d) Not applicable.
(e) Not applicable.
<PAGE>
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.
Dated: July 17, 1998 /s/ Robert W. Johnson IV
--------------------------
Robert W. Johnson IV
