SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 5)*
SIMON TRANSPORTATION SERVICES INC.
(Name of Issuer)
CLASS A COMMON STOCK, $0.01 Par Value
(Title of Class of Securities)
828813105
(CUSIP Number)
Jerry Moyes
2200 South 75th Avenue
Phoenix, AZ 85043
(623) 269-9700
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
July 6, 2000
(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 the subject of this Schedule 13D, and is filing this
schedule because of Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-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 240.13d-7 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 1 of 10
<PAGE>
SCHEDULE 13D
CUSIP NO. 828813105
________________________________________________________________________________
(1) Names of Reporting Persons Jerry Moyes
I.R.S. Identification Nos. of Above Persons (entities only)
________________________________________________________________________________
(2) Check the Appropriate Box if a Member of a Group
(See Instructions) (a)[ ]
(b)[ ]
________________________________________________________________________________
(3) SEC Use Only
________________________________________________________________________________
(4) Sources of Funds (See Instructions) PF and BK
________________________________________________________________________________
(5) Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) [ ]
________________________________________________________________________________
(6) Citizenship or Place of Organization United States of America
________________________________________________________________________________
NUMBER OF (7) Sole Voting Power 638,850*
SHARES _________________________________________
BENEFICIALLY (8) Shared Voting Power
OWNED BY _________________________________________
EACH (9) Sole Dispositive Power 638,850*
REPORTING _________________________________________
PERSON WITH (10) Shared Dispositive Power
________________________________________________________________________________
(11) Aggregate Amount Beneficially Owned by Each Reporting Person 638,850
________________________________________________________________________________
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares [ ]
(See Instructions)
________________________________________________________________________________
(13) Percent of Class Represented by Amount in Row (11) 12.3% of
Class A Common Shares
________________________________________________________________________________
(14) Type of Reporting Person (See Instructions) IN
________________________________________________________________________________
_________________________
*As to 578,350 Shares, together with wife, Vickie Moyes, as trustees.
Page 2 of 10
<PAGE>
SCHEDULE 13D
CUSIP NO. 828813105
________________________________________________________________________________
(1) Names of Reporting Persons SME Steel Contractors, Inc.
I.R.S. Identification Nos. of Above Persons (entities only) 87-0495960
________________________________________________________________________________
(2) Check the Appropriate Box if a Member of a Group (a)[ ]
(See Instructions) (b)[ ]
________________________________________________________________________________
(3) SEC Use Only
________________________________________________________________________________
4) Sources of Funds (See Instructions) WC
________________________________________________________________________________
(5) Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) [ ]
________________________________________________________________________________
(6) Citizenship or Place of Organization Utah
________________________________________________________________________________
NUMBER OF (7) Sole Voting Power 300,000
SHARES ________________________________________
BENEFICIALLY (8) Shared Voting Power
OWNED BY ________________________________________
EACH (9) Sole Dispositive Power 300,000
REPORTING ________________________________________
PERSON WITH (10) Shared Dispositive Power
________________________________________________________________________________
(11) Aggregate Amount Beneficially Owned by Each Reporting Person 300,000
________________________________________________________________________________
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) [ ]
________________________________________________________________________________
(13) Percent of Class Represented by Amount in Row (11) 5.8% of
Class A Common Shares
________________________________________________________________________________
(14) Type of Reporting Person (See Instructions) CO
________________________________________________________________________________
Page 3 of 10
<PAGE>
SCHEDULE 13D
CUSIP NO. 828813105
________________________________________________________________________________
(1) Names of Reporting Persons
The Jerry and Vickie Moyes Family Trust Dated 12/11/87
I.R.S. Identification Nos. of Above Persons (entities only)
________________________________________________________________________________
(2) Check the Appropriate Box if a Member of a Group (a)[ ]
(See Instructions) (b)[ ]
________________________________________________________________________________
(3) SEC Use Only
________________________________________________________________________________
(4) Sources of Funds (See Instructions) PF
________________________________________________________________________________
(5) Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) [ ]
________________________________________________________________________________
(6) Citizenship or Place of Organization United States of America
________________________________________________________________________________
NUMBER OF (7) Sole Voting Power 578,350
SHARES ________________________________________
BENEFICIALLY (8) Shared Voting Power
OWNED BY ________________________________________
EACH (9) Sole Dispositive Power 578,350
REPORTING ________________________________________
PERSON WITH (10) Shared Dispositive Power
________________________________________________________________________________
(11) Aggregate Amount Beneficially Owned by Each Reporting Person 578,350
________________________________________________________________________________
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) [ ]
________________________________________________________________________________
(13) Percent of Class Represented by Amount in Row (11) 11.1% of
Class A Common Shares
________________________________________________________________________________
(14) Type of Reporting Person (See Instructions) OO
________________________________________________________________________________
Page 4 of 10
<PAGE>
SCHEDULE 13D
CUSIP NO. 828813105
________________________________________________________________________________
(1) Names of Reporting Persons Vickie Moyes
I.R.S. Identification Nos. of Above Persons (entities only)
________________________________________________________________________________
(2) Check the Appropriate Box if a Member of a Group (a)[ ]
(See Instructions) (b)[ ]
________________________________________________________________________________
(3) SEC Use Only
________________________________________________________________________________
(4) Sources of Funds (See Instructions) PF
________________________________________________________________________________
(5) Check if Disclosure of Legal Proceedings is Required
Pursuant to Items 2(d) or 2(e) [ ]
________________________________________________________________________________
(6) Citizenship or Place of Organization United States of America
________________________________________________________________________________
NUMBER OF (7) Sole Voting Power 578,350**
SHARES ________________________________________
BENEFICIALLY (8) Shared Voting Power
OWNED BY ________________________________________
EACH (9) Sole Dispositive Power 578,350**
REPORTING ________________________________________
PERSON WITH (10) Shared Dispositive Power
________________________________________________________________________________
(11) Aggregate Amount Beneficially Owned by Each Reporting Person 578,350
________________________________________________________________________________
(12) Check if the Aggregate Amount in Row (11) Excludes Certain Shares
(See Instructions) [ ]
________________________________________________________________________________
(13) Percent of Class Represented by Amount in Row (11) 11.1% of
Class A Common Shares
________________________________________________________________________________
(14) Type of Reporting Person (See Instructions) IN
________________________________________________________________________________
Page 5 of 10
_______________________
**Together with husband, Jerry Moyes, as trustees.
<PAGE>
SCHEDULE 13D
This Amendment No. 5 to Schedule 13D hereby amends the Schedule 13D dated
August 26, 1999, filed by Jerry Moyes and SME Steel Contractors, Inc. (the
"Original Filers"), as previously amended by Amendment No. 1 dated August 31,
1999, Amendment No. 2 dated November 19, 1999, Amendment No. 3 dated May 23,
2000, and Amendment No. 4 dated June 30, 2000 (the "Schedule 13D"). Amendment
No. 2 added two new filers, The Jerry & Vickie Moyes Family Trust Dated
12/11/87, and Vickie Moyes (the "New Filers"; the Original Filers and the New
Filers, together, the "Filing Persons"). This Amendment No. 5 further amends the
Schedule 13D as described below.
ITEM 1. SECURITY AND ISSUER
Class A Common Stock, par value $0.01 (the "Shares")
Simon Transportation Services Inc. (the "Issuer")
5175 West 2100 South
West Valley City, Utah 84120-1252
ITEM 2. IDENTITY AND BACKGROUND
Set forth below is certain information with respect to each of the Filing
Persons and each of the persons enumerated in General Instruction C to Schedule
13D.
(1) SME Steel Contractors, Inc. is a Utah corporation, which is wholly
owned by SME Industries, Inc., a Nevada coporation (collectively, "SME"). The
principal business of SME is steel fabrication and erection. The address of its
principal business and principal office is 5955 West Wells Park Road, West
Jordan, Utah 84088.
(2) The Jerry & Vickie Moyes Family Trust Dated 12/11/87 (the "Trust") is a
grantor trust. The principal business of the Trust is to invest the Trust's
funds for the benefit of the Trust's beneficiaries. The address of the Trust's
principal office is 2200 South 75th Avenue, Phoenix, Arizona 85043. Jerry Moyes
and his wife, Vickie Moyes, are grantors, trustees, and beneficiaries of the
Trust.
(3) Jerry Moyes is a citizen of the United States of America, and his
business address is 2200 South 75th Avenue, Phoenix, Arizona 85043. His present
principal employment is as president of Swift Transportation Co., Inc.
(4) Vickie Moyes is a citizen of the United States of America, and her
address is 2200 South 75th Avenue, Phoenix, Arizona 85043. Her present principal
employment is as a homemaker.
During the last five years, none of the Filing Persons and no director or
executive officer of SME, (i) has been convicted in a criminal proceeding
(excluding traffic violations or similar misdemeanors), or (ii) has been a party
to a civil proceeding of a judicial or administrative body of competent
jurisdiction as a result of which he, she or it was or is subject to a judgment,
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.
Page 6 of 10
<PAGE>
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION
Jerry Moyes used personal funds to purchase 60,500 Shares in the open
market at prices ranging from $4.5625 to $5.5547 per share for an aggregate
purchase price of $335,563.25. The Trust used trust income to purchase 608,350
Shares in the open market at prices ranging from $4.00 to $5.8125 per share for
an aggregate purchase price of $3,106,123.78 and sold 30,000 Shares at prices
ranging from $4.875 to $5.00 for an aggregate sales price of $148,125. SME Steel
Contractors, Inc., a Utah corporation ("SME-Utah"), used its working capital to
purchase an additional 300,000 Shares in the open market at prices ranging from
$4.125 to $4.9572 per share for an aggregate purchase price of $1,335,934.
SME-Utah is a wholly owned subsidiary of SME Industries, Inc., a Nevada
corporation ("SME-Nevada"). Mr. Moyes owns approximately 75% of the outstanding
voting stock of SME-Nevada. Mr. Moyes disclaims beneficial ownership of any
Shares attributable to the percentage of SME-Nevada he does not own.
ITEM 4. PURPOSE OF TRANSACTION
The Filing Persons hold their beneficial ownership interests in the Shares
for investment purposes. The Filing Persons intend to attempt to increase their
stake in the Issuer, but do not have any specific plans as to the ownership
percentage or timing of any increase. They may from time to time review the
performance of their investments. As part of the review of their investments in
the Shares, the Filing Persons may explore from time to time in the future a
variety of alternatives, including, without limitation: (a) the acquisition 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) a change in the present board of directors or management
of the Issuer, including a change in the number or term of directors or to fill
any existing vacancies on the board; (e) a 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 that 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) causing a class of
equity securities of the Issuer to become eligible for termination of
registration pursuant to Section 12(g)(4) of the Securities Exchange Act of
1934, as amended; or (j) any action similar to any of those enumerated above.
There is no assurance that the Filing Persons will develop any plans or
proposals with respect to any of the foregoing matters. Any alternatives that
the Filing Persons may pursue will depend upon a variety of factors, including,
without limitation, current and anticipated future trading prices for the
Shares, the financial condition, results of operations, and prospects of the
Issuer, and general economic, financial market, and industry conditions.
Except as set forth above, the Filing Persons have no plans nor proposals
with respect to any of the matters set forth in paragraphs (a) through (j) of
Item 4 of Schedule 13D.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER
The aggregate number and percentage of Shares to which this Schedule 13D
relates is 938,850 Shares, representing 18.1% of the 5,196,358 Shares
outstanding as reflected in the Issuer's
Page 7 of 10
<PAGE>
most recently filed Form 10-Q for the period ended March 31, 2000. Jerry Moyes
is the direct and beneficial owner of 60,500 Shares. The Trust is the direct and
beneficial owner of an additional 578,350 Shares. As grantors, trustees, and
beneficiaries of the Trust, Mr. Moyes and his wife, Vickie Moyes, may be deemed
to beneficially own (as defined in rule 13d-3 promulgated under the Exchange
Act) the Shares owned by the Trust. SME-Utah is the direct beneficial owner of
an additional 300,000 Shares. Because Mr. Moyes owns approximately 75% of the
outstanding voting stock of SME-Nevada, which in-turn owns 100% of the
outstanding voting stock of SME-Utah, Mr. Moyes may also be deemed to
beneficially own (as defined in Rule 13d-3 promulgated under the Exchange Act) a
portion of the 300,000 Shares owned by SME-Utah. Mr. Moyes disclaims beneficial
ownership of any Shares attributable to the percentage of SME-Nevada he does not
own.
Schedule A hereto describes transactions in the Shares effected during the
60 days preceding July 6, 2000 and continuing through July 7, 2000.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
SECURITIES OF THE ISSUER
None
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS
None
Page 8 of 10
<PAGE>
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.
July 10, 2000
(Date)
By: /s/ Earl H. Scudder
Earl H. Scudder on behalf of Jerry Moyes, individually
(Signature)
Earl H. Scudder, under power of attorney
(Name/Title)
By: /s/ Earl H. Scudder
Earl H. Scudder on behalf of Vickie Moyes, individually
(Signature)
Earl H. Scudder, under power of attorney
(Name/Title)
The Jerry & Vickie Moyes Family Trust Dated 12/11/87
By: /s/ Earl H. Scudder
Earl H. Scudder on behalf of Jerry Moyes,
Trustee of the Jerry & Vickie Moyes Family Trust Dated 12/11/87
(Signature)
Earl H. Scudder, under power of attorney
(Name/Title)
By: /s/ Earl H. Scudder
Earl H. Scudder on behalf of Vickie Moyes,
Trustee of the Jerry & Vickie Moyes Family Trust Dated 12/11/87
(Signature)
Earl H. Scudder, under power of attorney
(Name/Title)
SME Steel Contractors, Inc.
By: /s/ Earl H. Scudder
Earl H. Scudder on behalf of Gordon Holladay,
Secretary and Treasurer of SME Steel Contractors, Inc.
(Signature)
Earl H. Scudder, under power of attorney
(Name/Title)
Page 9 of 10
<PAGE>
Schedule A
The following table sets forth certain information concerning the Shares
purchased by Jerry Moyes, the Trust, and SME-Utah during the 60 days preceding
July 6, 2000 and continuing through July 7, 2000. All purchases were made
through brokerage transactions on the NASDAQ National Market.
<TABLE>
<CAPTION>
<S> <C> <C> <C>
Approximate
Average Purchase
Amount of Price Per Share
Identity Securities (Exclusive of
of Person Date of Transaction involved Commission)
--------- ------------------- -------- --------------
Jerry Moyes NONE
Jerry & Vickie Moyes
Family Trust Dated 12/11/87 July 5, 2000 40,000 $ 5.4375
July 6, 2000 40,000 $ 5.5625
July 7, 2000 201,200 $ 5.1875
SME-Utah NONE
</TABLE>
Page 10 of 10
