UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 2)
SMITHWAY MOTOR XPRESS CORP.
(Name of Issuer)
CLASS A COMMON STOCK, par value $.01
(Title of Class of Securities)
832653109
(CUSIP Number)
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)
| |Rule 13d-1(c)
|X|Rule 13d-1(d)
*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 the
disclosures 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).
Page 1 of 4 pages
<PAGE>
CUSIP No. 832653109
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1. Names of Reporting Persons
I.R.S. Identification Nos. of above
persons (entities only) William G. Smith and
Marlys L. Smith+
- --------------------------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) | |
(b) | |
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3. SEC Use Only
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4. Citizenship or Place of Organization United States of America
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Number of 5. Sole Voting Power 2,071,880*
Shares Bene- --------------------------------------------------------
ficially 6. Shared Voting Power 0
Owned by Each --------------------------------------------------------
Reporting 7. Sole Dispositive Power 2,071,880*
Person With --------------------------------------------------------
8. Shared Dispositive Power 0
________________________________________________________________________________
9. Aggregate Amount Beneficially Owned by Each Reporting Person 2,071,880*
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10. Check if the Aggregate Amount in Row (9) Excludes
Certain Shares (See Instructions) | |
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11. Percent of Class Represented by Amount in Row 9 41.1%*
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12. Type of Reporting Person (See Instructions) IN
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+ Shares reported are based upon the December 31, 1999, holdings of William
G. and Marlys L. Smith. All shares are held by William G. and Marlys L. Smith as
joint tenants with right of survivorship, with the exception of (a) 36,933
shares and 5,005 shares of Class A Common Stock allocated to the account of Mr.
Smith and Mrs. Smith, respectively, under the Company's 401(k) plan, (b) 519
shares of Class A Common Stock owned solely by Mrs. Smith, and (c) 190,000
shares of Class A Common Stock registered in the name of Melissa Turner, as
voting trustee, for the Smith Family Limited Partnership, beneficial ownership
of which is disclaimed.
* Includes (i) 839,423 shares of Class A Common Stock owned as joint
tenants with right of survivorship, (ii) 36,933 and 5,005 shares of Class A
Common Stock allocated to the account of Mr. Smith and Mrs. Smith, respectively,
under the Company's 401(k) plan, (iii) 519 shares of Class A Common Stock owned
solely by Mrs. Smith, (iv) 190,000 shares of Class A Common Stock registered in
the name of Melissa Turner, as voting trustee, for the Smith Family Limited
Partnership, beneficial ownership of which is disclaimed, and (v) 1,000,000
shares of Class B Common Stock owned as joint tenants with right of
survivorship, which are not registered under Section 12 of the Securities
Exchange Act of 1934. Each share of Class B Common Stock is entitled to two
votes and is convertible into the same number of shares of Class A Common Stock
(a) at any time at the election of the holder and (b) automatically upon
transfer to any person other than Mr. Smith or members of his immediate family.
As a result, Mr. and Mrs. Smith control stock possessing 50.9% of the combined
voting power of all outstanding Company stock. Mr. and Mrs. Smith are referred
to as the "Reporting Person."
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Page 2 of 4 pages
<PAGE>
Item 1.
(a) Name of Issuer: SMITHWAY MOTOR XPRESS CORP.
---------------------------
(b) Address of Issuer's Principal
Executive Offices: 2031 Quail Avenue
-----------------
Fort Dodge, IA 50501
---------------------
Item 2.
(a) Names of Person Filing: William G. Smith and Marlys L. Smith+
-------------------------------------
(b) Address of Principal Business Office or,
if none, Residence: 2031 Quail Avenue
-----------------
Fort Dodge, IA 50501
---------------------
(c) Citizenship: United States of America
------------------------
(d) Title of Class of Securities: Class A Common Stock,
par value $.01 per share*
-------------------------
(e) CUSIP Number: 832653109
---------
Item 3. If this statement is filed pursuant to Sections 240.13d-1(b)
or 240.13d-2(b) or (c), check whether the person filing is a: N/A
---
Item 4. Ownership.
Provide the following information regarding the aggregate number and
percentage of the class of securities of the issuer identified in Item 1.
(a) Amount beneficially owned: 2,071,880*
(b) Percent of class: 41.1%*
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote: 2,071,880*
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct
the disposition of: 2,071,880*
(iv) Shared power to dispose or to direct the
disposition of: 0
- --------------------------------------------------------------------------------
+ Shares reported are based upon the December 31, 1999, holdings of William G.
and Marlys L. Smith. All shares are held by William G. and Marlys L. Smith as
joint tenants with right of survivorship, with the exception of (a) 36,933
shares and 5,005 shares of Class A Common Stock allocated to the account of Mr.
Smith and Mrs. Smith, respectively, under the Company's 401(k) plan, (b) 519
shares of Class A Common Stock owned solely by Mrs. Smith, and (c) 190,000
shares of Class A Common Stock registered in the name of Melissa Turner, as
voting trustee, for the Smith Family Limited Partnership, beneficial ownership
of which is disclaimed.
* Includes (i) 839,423 shares of Class A Common Stock owned as joint tenants
with right of survivorship, (ii) 36,933 and 5,005 shares of Class A Common Stock
allocated to the account of Mr. Smith and Mrs. Smith, respectively, under the
Company's 401(k) plan, (iii) 519 shares of Class A Common Stock owned solely by
Mrs. Smith, (iv) 190,000 shares of Class A Common Stock registered in the name
of Melissa Turner, as voting trustee, for the Smith Family Limited Partnership,
beneficial ownership of which is disclaimed, and (v) 1,000,000 shares of Class B
Common Stock owned as joint tenants with right of survivorship, which are not
registered under Section 12 of the Securities Exchange Act of 1934. Each share
of Class B Common Stock is entitled to two votes and is convertible into the
same number of shares of Class A Common Stock (a) at any time at the election of
the holder and (b) automatically upon transfer to any person other than Mr.
Smith or members of his immediate family. As a result, Mr. and Mrs. Smith
control stock possessing 50.9% of the combined voting power of all outstanding
Company stock. Mr. and Mrs. Smith are referred to as the "Reporting Person."
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Page 3 of 4 pages
<PAGE>
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more than
five percent of the class of securities, check the following |_|.
Item 6. Ownership of More than Five Percent on
Behalf of Another Person. N/A
---
Item 7. Identification and Classification of the
Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company or
Control Person. N/A
---
Item 8. Identification and Classification of Members
of the Group. N/A
---
Item 9. Notice of Dissolution of Group. N/A
---
Item 10. Certifications. N/A
---
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, and that this statement is filed on behalf of myself and the other
signatories hereto.
1-28-2000
----------------------------------------------
(Date)
/s/ William G. Smith
----------------------------------------------
(Signature)
William G. Smith, Individually
(Name and Title)
/s/ Marlys L. Smith
----------------------------------------------
(Signature)
Marlys L. Smith, Individually
(Name and Title)
Page 4 of 4 pages
