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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934*
BEST BUY CO., INC.
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(Name of Issuer)
Common Stock, par value $.10 per share
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(Title of Class of Securities)
086516101
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(CUSIP Number)
Richard M. Schulze
7075 Flying Cloud Drive
Eden Prairie, Minnesota 55344
(612) 947-2448
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(Name, Address and Telephone Number of Person Authorized
to receive Notices and Communications)
January 15, 1996
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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 this statement [X]. (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 less than five percent
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 should 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).
NOTE: THIS STATEMENT CONSTITUTES AN ORIGINAL REPORT ON SCHEDULE 13D
OF EACH OF THE REPORTING PERSONS (AS DEFINED IN THE SCHEDULE 13D).
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CUSIP No. 086516101
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(1) Names of Reporting Persons
S.S. or I.R.S. Identification Nos. of Above Persons
Richard M. Schulze
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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
OO
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(5) Check 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
U.S.
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Number of (7) Sole Voting Power 8,465,143 shares
Shares Bene- -----------------------------------------------------------------
ficially (8) Shared Voting Power 727,950 shares
Owned by -----------------------------------------------------------------
Each Report- (9) Sole Dispositive Power 8,471,637 shares
ing Person -----------------------------------------------------------------
With (10) Shared Dispositive Power 727,950 shares
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(11) Aggregate Amount Beneficially Owned by Each Reporting Person
9,199,587 shares
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(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
[ ]
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(13) Percent of Class Represented by Amount in Row (11)
21.4%
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(14) Type of Reporting Person
IN
Page 2 of 4 pages
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ITEM 1. SECURITY AND ISSUER
The class of equity securities to which this statement relates is
the common stock, par value $.10 per share (the "Common Stock"), of Best Buy
Co., Inc., a Minnesota corporation (the "Company"). The principal executive
offices of the Company are located at 7075 Flying Cloud Drive, Eden Prairie,
Minnesota 55344.
ITEM 2. IDENTITY AND BACKGROUND
(a) - (c). This statement is being filed by Richard M. Schulze, the
Chairman and Chief Executive Officer of the Company. The Company is a
specialty retailer offering a wide variety of name brand consumer
electronics, home office equipment and computers, entertainment software and
appliances. The address for the Reporting Person and the Company is 7075
Flying Cloud Drive, Eden Prairie, Minnesota 55344.
(d) and (e). During the last five years, the Reporting Person has
not (i) been convicted in a criminal proceeding (excluding traffic violations
or similar misdemeanors) or (ii) been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgement, 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). The Reporting Person is a U.S. citizen.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
365,300 shares at an aggregate price of $4,721,225 were acquired in
open market purchases on margin through and with funds borrowed from Goldman,
Sachs & Co. ("Goldman"). The Reporting Person has pledged 1,744,844 shares
of Common Stock owned by him to secure the margin loan.
102,000 shares were acquired directly from the Company pursuant to
the exercise of stock options at an aggregate price of $339,000. The
Reporting Person used personal funds to pay the aggregate exercise price
therefor.
ITEM 4. PURPOSE OF TRANSACTION.
Investment.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
(a) and (b). See Schedule 13D cover page, rows (7) through (11)
inclusive and (13).
(c). Between January 15 and 19, 1996, the Reporting Person
purchased 365,300 shares of Common Stock in the market at prices ranging from
$12.50 to $13.50, or an aggregate price of $4,721,225. Additionally, the
Reporting Person purchased 102,000 shares of Common Stock on
Page 3 of 4 pages
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January 25, 1996 pursuant to the exercise of options granted to him under the
Company's stock option plans, as amended. The exercise prices for such
shares ranged from $2.50 to $3.50 per share.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH
RESPECT TO THE SECURITIES OF THE ISSUER
The Reporting Person has pledged 1,744,844 shares of Common Stock
to Goldman to secure a $4,721,225 margin loan made by Goldman in connection
with the Reporting Person's acquisition of stock. In the event the Reporting
Person defaults on the loan, Goldman will have the right to foreclose on the
pledged shares.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None.
SIGNATURE
After reasonable inquiry and to the best of his knowledge and
belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
Date: January 26, 1996 By: /s/ Richard M. Schulze
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Richard M. Schulze
Page 4 of 4 pages
