UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
---------------
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported) May 11, 2000
MAXUS REALTY TRUST, INC.
(Formerly NOONEY REALTY TRUST, INC.)
(Exact Name of Registrant as Specified in its Charter)
MISSOURI 00-13457 48-1339136
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
1100 Main, Suite 2100, Kansas City, MO 64105
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (816) 421-4670
<PAGE>
5. Other Events.
Holdings of Management and Certain Beneficial Owners
Following the issuance of 173,000 shares pursuant to a private
placement consummated on May 11, 2000, there will be issued and outstanding
1,039,624 shares of the Registrant's common stock, par value $1.00 per share.
The table below sets forth information as of May 12, 2000, regarding the number
of shares of the Registrant beneficially owned by each of the Trustees and
executive officers of the Registrant and by all Trustees and officers as a
group:
Name of Number of Shares Percent
Beneficial Owner Beneficially Owned (1) of Class (2)
- -------------------- ---------------------------- --------------
David L. Johnson 80,682 (3) 7.8
Daniel W. Pishny 41,981 (4) 4.0
Robert B. Thomson 41,645 (5) 4.0
Chris Garlich 67,082 6.5
Monte McDowell 4,000 (6) *
John W. Alvey 55,881 (4)(7)(8) 5.4
Trustees and Executive
Officers as a group 253,390 (9) 24.4
(1) Under the rules of the Securities and Exchange Commission, persons who
have power to vote or dispose of securities, either alone or jointly
with others, are deemed to be the beneficial owners of such securities.
Accordingly, shares owned separately by spouses or other family members
are not included. Except as described in the footnotes below, the
Trustee has both sole voting power and sole investment power with
respect to the shares set forth in the table.
(2) An asterisk indicates that the number of shares beneficially owned do
not exceed one percent of the number of shares of common stock issued
and outstanding.
(3) Includes 41,113 shares held by KelCor, Inc., a Missouri corporation,
owned by Mr. Johnson and his wife, Ms. Sandra Castetter.
2
<PAGE>
(4) Includes shared voting and dispositive power of the 37,881 shares held
by NKC Associates, L.L.C., a Missouri limited liability company, in
which each of Mr. Pishny and Mr. Alvey hold a 22.5% equity interest.
(5) These shares are held by FQE, L.L.C., a Missouri limited liability
company. FQE, L.L.C. obtained the funds used to purchase these shares
from proceeds of a loan made to FQE, L.L.C. by David L. Johnson. The
loan is evidenced by a promissory note, due on demand, bearing interest
at a rate of eight percent per annum, and secured by the shares. Mr.
Thomson is the sole member of FQE, L.L.C. Does not include shares
described in note (4) held by NKC Associates, L.L.C., in which Mr.
Thomson has a 10% interest.
(6) These shares are held by Home Medical Speciality Equipment, Inc., a
Missouri corporation. Mr. McDowell is the principal shareholder and
chief executive officer of this corporation.
(7) Mr. Alvey disclaims any beneficial ownership of the 41,113 shares held
by KelCor, Inc.
(8) Substantially all of the shares purchased by Mr. Alvey other than the
shares acquired by NKC Associates, L.L.C. were purchased with funds
loaned to Mr. Alvey by David L. Johnson and his affiliates. These loans
are unsecured.
(9) Includes the 37,881 shares held by NKC Associates, L.L.C.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Maxus Realty Trust, Inc.
Date: May 12, 2000 By: /s/ David L. Johnson
David L. Johnson
Chairman
3
<PAGE>