<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
PUBLIX SUPER MARKETS, INC.
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(Name of Issuer)
Common Stock
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(Title of Class of Securities)
None
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(CUSIP Number)
December 10, 1999, December 31, 1999
------------------------------------
(Date of Event which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
|_| Rule 13d-1(b)
|X| Rule 13d-1(c)
|X| Rule 13d-1(d)
*The remainder if 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 the disclosure provided in a prior cover page.
The information required in 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 13G
CUSIP No. None Page 2 of 5 Pages
---------- --- ---
1 Name of Reporting Person
S.S. or I.R.S. Identification No. of Above Person
Carol J. Barnett ###-##-####
2 Check the Appropriate Box if A Member of a Group*
(a) ---
(b) ---
3 SEC Use Only
4 Citizenship or Place of Organization
United States
Number of
Shares 5 Sole Voting Power 610
Beneficially
Owned By 6 Shared Voting Power 11,840,708
Each
Reporting 7 Sole Dispositive Power 610
Person
With 8 Shared Dispositive Power 11,840,708
9 Aggregate Amount Beneficially Owned by Each Reporting Person
11,841,318
10 Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares*
11 Percent of Class Represented by Amount in Row 9
5.48%
12 Type of Reporting Person*
IN
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SCHEDULE 13G
CUSIP No. None Page 3 of 5 Pages
---------- --- ---
Item 1(a). Name of Issuer:
Publix Super Markets, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
1936 George Jenkins Boulevard, Lakeland, FL 33815
Item 2(a). Name of Person Filing:
Carol J. Barnett
Item 2(b). Address of Principal Business Officer or, if None, Residence:
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
Common Stock
Item 2(e). CUSIP Number:
None
Item 3.
If this statement is filed pursuant to Rule 13d-1(c), check
this box. |X|
Item 4. Ownership
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Information regarding ownership of common stock of the
Company:
(a) Amount beneficially owned: 11,841,318
(b) Percent of class: 5.48%
(c) Number of shares as to which the person has:
(i) Sole power to vote or direct the vote: 610
(ii) Shared power to vote or to direct the vote:
11,840,708
(iii) Sole power to dispose or direct the disposition of:
610
(iv) Shared power to dispose or to direct the
disposition of: 11,840,708
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SCHEDULE 13G
CUSIP No. None Page 4 of 5 Pages
---------- --- ---
As of December 10, 1999, Carol J. Barnett was the beneficial owner, as
that term is defined under Rule 13d-3 under the Securities Exchange Act of 1934,
as amended, (the "Act") of a total of 11,840,708 shares of the Company's common
stock, or approximately 5.48% thereof. Changes that occurred prior to such date
and since the filing of the fifth amendment to the initial statement are
reflected on Schedule 1 attached hereto.
On December 10, 1999, for personal planning reasons, Carol J. Barnett
created the Carol J. Barnett 1999 Irrevocable Trust (the "Carol J. Barnett
Trust"), and transferred 10,614,033 shares of the Company's common stock held
directly in her individual name to Wilmington Trust Company (Delaware), as
Trustee of the Carol J. Barnett Trust. On the same date, Carol J. Barnett and
her husband Hoyt. R. Barnett, as General Partners of the Barnett Family Limited
Partnership (the "Partnership"), created the Barnett FLP 1999 Irrevocable Trust
(the "FLP" Trust) and transferred 1,226,675 shares of the Company's common stock
held by the Partnership to Wilmington Trust Company (Delaware), as Trustee of
the FLP Trust. Because the Trustee of each of the Carol J. Barnett Trust and the
FLP Trust holds the sole voting and dispositive powers with respect to the
shares held in the respective trusts, upon the transfers, Carol J. Barnett was
the beneficial owner of only 610 shares, which she held as custodian for minor
children.
Under the terms of the each of the Carol J. Barnett Trust and the FLP
Trust, the trusts automatically terminate on February 28, 2000 and at such time
any assets then in the trusts (including any shares of the common stock of the
Company) are to be distributed to the respective grantors. Accordingly, as of
December 31, 1999, pursuant to Rule 13d-3(d)(1) under the Act, Carol J. Barnett
again became the beneficial owner of the shares held in the Trusts and for this
reason is shown as having shared voting and dispositive powers with respect to
the shares although she has no power to vote or dispose of the shares at the
present time.
Item 5. Ownership of Five Percent or Less of a Class
- -----------------------------------------------------
During the period between December 10, 1999 and December 31, 1999,
Carol J. Barnett was the beneficial owner of less than five percent of the
Company's common stock. See the discussion in Item 4 above.
Item 6. Ownership of More than Five Percent on Behalf of Another Person
- ------------------------------------------------------------------------
Income and other earnings of the Barnett Family Limited Partnership
(the "Partnership") (including that derived from dividends paid on the Company's
common stock and proceeds from any sales thereof) may be distributed to the
partners of the Partnership in accordance with the terms of the Partnership
Agreement of the Partnership. Any dividends paid on, and any proceeds from the
sale of, the Company's common stock held by Carol J. Barnett as custodian for
minor children may be distributed to or otherwise used for the benefit of such
children.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
- -------------------------------------------------------------------------------
Security Being Reported on by the Parent Holding Company
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Not applicable.
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SCHEDULE 13G
CUSIP No. None Page 5 of 5 Pages
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Item 8. Identification and Classification of Members of the Group
- ------------------------------------------------------------------
Not applicable.
Item 9. Notice of Dissolution of Group
- ---------------------------------------
Not applicable.
Item 10. Certifications
- ------------------------
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in the statement is true,
complete and correct.
Dated: February 11, 2000
/s/ Carol J. Barnett
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Carol J. Barnett
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Schedule 1
<TABLE>
<CAPTION>
Shares owned by Carol J. Barnett
Shares Shares Price
Date Acquired Disposed of (if applicable) Description of Transaction
- ---- -------- ----------- --------------- --------------------------
<S> <C> <C> <C> <C>
Mar-99 104,000 $46.50 sale
Mar-99 4,300 gift
Nov-99 20,000 gift
Nov-99 449 gift
Mar-99 5,377 distribution from Barnett
L.P. to certain partners
Nov-99 3,933 distribution from Barnett
L.P. to certain partners
</TABLE>
<TABLE>
<CAPTION>
Shares owned by the Barnett Children
Carol J. Barnett as Custodian
Shares Shares Price
Date Acquired Disposed of (if applicable) Description of Transaction
- ---- -------- ----------- --------------- --------------------------
<S> <C> <C> <C> <C>
Nov-99 110 gift
</TABLE>
