<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ____)*
PINNACLE GLOBAL GROUP, INC.
________________________________________________________________________________
(Name of Issuer)
COMMON STOCK
________________________________________________________________________________
(Title of Class of Securities)
723465 100
_______________________________________________________________
(CUSIP Number)
Ben T. Morris
Sanders Morris Harris Inc., 3100 Chase Tower
Houston, Texas 77002 (713) 224-3100
________________________________________________________________________________
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
January 31, 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 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 [_].
Note. Schedules filed in paper form 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).
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SCHEDULE 13D
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CUSIP NO. 723465 100
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- ------------------------------------------------------------------------------
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
DON A. SANDERS
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
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SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
SC
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
TEXAS
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF 2,083,171
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
0
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING 2,038,171
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
0
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
2,083,171
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
14.6%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
IN
- ------------------------------------------------------------------------------
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SCHEDULE 13D
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CUSIP NO. 723465 100
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
BEN T. MORRIS
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
SC
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
TEXAS
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF 1,201,445
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
703,973
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING 1,201,445
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
703,973
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
1,905,418
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
13.4%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
IN
- ------------------------------------------------------------------------------
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SCHEDULE 13D
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CUSIP NO. 723465 100
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NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GEORGE L. BALL
- ------------------------------------------------------------------------------
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2 (a) [_]
(b) [_]
- ------------------------------------------------------------------------------
SEC USE ONLY
3
- ------------------------------------------------------------------------------
SOURCE OF FUNDS*
4
SC
- ------------------------------------------------------------------------------
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
5
- ------------------------------------------------------------------------------
CITIZENSHIP OR PLACE OF ORGANIZATION
6
TEXAS
- ------------------------------------------------------------------------------
SOLE VOTING POWER
7
NUMBER OF 1,201,546
SHARES -----------------------------------------------------------
SHARED VOTING POWER
BENEFICIALLY 8
OWNED BY
-----------------------------------------------------------
EACH SOLE DISPOSITIVE POWER
9
REPORTING 1,201,546
PERSON -----------------------------------------------------------
SHARED DISPOSITIVE POWER
WITH 10
- ------------------------------------------------------------------------------
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
11
1,201,546
- ------------------------------------------------------------------------------
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES*
12
[_]
- ------------------------------------------------------------------------------
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
13
8.4%
- ------------------------------------------------------------------------------
TYPE OF REPORTING PERSON*
14
IN
- ------------------------------------------------------------------------------
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SCHEDULE 13D
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CUSIP NO. 723465 100
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Item 1. Security and Issuer.
The class of equity securities to which this statement relates is the
common stock (the "Common Stock") of Pinnacle Global Group, Inc., a Texas
corporation (the "Issuer"), whose principal executive office is located at 5599
San Felipe, Suite 555, Houston, Texas 77056.
Item 2. Identity and Background.
Don A. Sanders' business address is 3100 Chase Tower, Houston, Texas. Mr.
Sanders is employed by Sanders Morris Harris Inc. and is Chairman of the
Executive Committee. Sanders Morris Harris Inc. is a Texas corporation
("SMM"),whose business address is 3100 Chase Tower, Houston, Texas 77002.
Ben T. Morris' business address is 3100 Chase Tower, Houston, Texas 77002.
Mr. Morris is President and Chief Executive Officer of SMM.
George L. Ball's business address is 3100 Chase Tower, Houston, Texas
77002. Mr. Ball is Chairman of the Board of SMM.
During the past five years, none of the reporting persons has been
convicted in a criminal proceeding (excluding traffic violations and similar
misdemeanors).
During the past five years, none of the reporting persons 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 as a party to a civil
proceeding of a judicial or administrative body of competent jurisdiction.
Each of the reporting persons is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration.
No funds were used by the reporting persons in acquiring the securities.
The shares were received by the reporting persons in exchange for shares of
common stock of SMM owned by the reporting persons in connection with the merger
of Harris Webb & Garrison, Inc., a Texas corporation and wholly-owned subsidiary
of the Issuer ("HWG"), with and into SMM pursuant to which SMM became a wholly-
owned subsidiary of the Issuer. Shares of common stock of SMM were converted
into shares of the Issuer on the basis of 117.32785 shares of the Issuer for
each share of SMM owned by the reporting persons. The terms of the transaction
are set forth in the Amended and Restated Agreement and Plan of Reorganization
dated as of November 31, 1999, among the Issuer, HWG, SMM, and the shareholders
of SMM.
Item 4. Purpose of Transaction.
The securities of the Issuer were acquired by the reporting persons in
connection with the merger of HWG and SMM in a privately negotiated transaction
for investment purposes only.
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SCHEDULE 13D
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CUSIP NO. 723465 100
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Messrs. Sanders, Morris, and Ball will become directors of the Issuer on
closing of the merger.
The reporting persons currently intend to review continuously their equity
interest in the Issuer. Depending upon each reporting persons's individual
evaluation of The Issuer's business and prospects and upon future developments,
a reporting person, may from time to time purchase additional securities of the
Issuer, dispose of all or a portion of the securities held by such person, or
cease buying or selling shares. Any such additional purchases of the securities
may be in open market or privately negotiated transactions or otherwise.
Except as described in this Item 4, the reporting persons have no present plans
or proposals which relate or would result in: (i) the acquisition by any person
of additional securities of the Issuer, or the disposition of securities of the
Issuer, (ii) an extraordinary corporate transaction such as a merger,
reorganization or liquidation, involving the Issuer or any of its subsidiaries,
(iii) a sale or transfer of a material amount of assets of the Issuer or any of
its subsidiaries, (iv) any change in the present board of directors or
management of the Issuer, (v) any material change to the present capitalization
or dividend policy of the Issuer, (vi) any other material change in the
Issuer's business or corporate structure, (vii) changes in the Issuer's
charter, bylaws or instruments corresponding thereto or other actions which may
impede the acquisition of control of the Issuer by any person, (viii) 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 on an inter-dealer quotation
system of a registered securities association, (ix) a class of equity
securities of the Issuer becoming eligible for termination of registration
pursuant to Section 12 (g) (4) of the Securities Exchange Act of 1934, as
amended, or (x) any actions similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
(a) The aggregate number and percentage of shares of Common Stock of the
Issuer beneficially owned by the persons identified In Item 2 is as follows:
<TABLE>
<CAPTION>
Beneficial Owner Aggregate Number Class Percentage
Shares Owned of Class
<S> <C> <C> <C>
Don A. Sanders 2,083,171 Common 14.6
Ben T. Morris 1,905,418(1) Common 13.4
George L. Ball 1,201,546 Common 8.4
</TABLE>
(1) Includes 703,973 shares owned by the Sanders 1998 Children's Trust, of
which Mr. Morris is a co-trustee, and as to which Mr. Morris disclaims
beneficial ownership.
(b) The number of shares of Common Stock as to which there is sole power to
direct the vote, shares power to vote or to direct the vote, sole power to
dispose or direct the disposition, or shared power to dispose or direct the
disposition for each of the Reporting Persons is set forth on the cover pages,
and such information is incorporated herein by reference.
The applicable beneficial owners have the right to receive or the power to
direct receipt of dividends from, or the proceeds from the sale of the
applicable beneficial owner's shares.
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SCHEDULE 13D
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CUSIP NO. 723465 100
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(c) There have been no reportable transactions with respect to the Common
Stock of the Issuer within the last 60 days by any of the Reporting Persons
except for the acquisition of beneficial ownership of shares being reported on
this Schedule 13D
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
None.
Item 7. Material to be Filed as Exhibits
Exhibit Title
A Joint acquisition filing statement
B Amended and Restated Agreement and Plan of Reorganization dated
as of November 12, 1999, among Pinnacle Global Group, Inc., Harris
Webb & Garrison, Inc., Sanders Morris Mundy Inc., and the shareholders
of Sanders Morris Mundy Inc. [Incorporated by reference to Exhibit A
to the definitive proxy statement of Pinnacle Global Group, Inc.,
filed on Schedule 14A on December 6, 1999]
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this filing is true, correct and complete.
Dated January 8, 2000
/s/ Don A. Sanders
Don A. Sanders
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SCHEDULE 13D
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CUSIP NO. 723465 100
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Exhibit A
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.
Date: January 8, 2000
/s/ Ben T. Morris
Ben T. Morris
/s/ George L. Ball
George L. Ball
___________
Each Reporting Person certifies only the information in Item 4 regarding,
himself or itself, as the case may be.
