<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 2)*
COASTCAST CORP.
---------------------
(Name of Issuer)
SHARES OF COMMON STOCK, NO PAR VALUE
------------------------------------
(Title of Class of Securities)
19057T 10 8
(CUSIP Number)
JONATHAN VANNINI
----------------
828 Irwin Drive
---------------
Hillsborough, CA 94010
-----------------------
(650) 347-1800
--------------
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications)
- with copies to -
Bernard J. Cassidy, Esq.
Wilson Sonsini Goodrich & Rosati
650 Page Mill Road
Palo Alto, CA 94304
(650) 493-9300
July 31, 1998
-------------
(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 the statement [_].
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 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>
SCHEDULE 13D
- ---------------------
CUSIP NO. 19057T 10 8
- ---------------------
<TABLE>
<S> <C> <C>
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
JONATHAN VANNINI
- ---------------------------------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [_]
(b) [_]
- ---------------------------------------------------------------------------------------------------------
3 SEC USE ONLY
- ---------------------------------------------------------------------------------------------------------
4 SOURCE OF FUNDS*
PF
- ---------------------------------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [_]
- ---------------------------------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
UNITED STATES
- ---------------------------------------------------------------------------------------------------------
7 SOLE VOTING POWER
911,000
NUMBER OF -------------------------------------------------------------------
SHARES 8 SHARED VOTING POWER
BENEFICIALLY 0
OWNED BY -------------------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 911,000
PERSON -------------------------------------------------------------------
WITH 10 SHARED DISPOSITIVE POWER
0
- ---------------------------------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
911,000
- ---------------------------------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [_]
- ---------------------------------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
10.12%
- ---------------------------------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON*
IN
- ---------------------------------------------------------------------------------------------------------
</TABLE>
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
- ---------------------
CUSIP NO. 19057T 10 8
- ---------------------
ITEM 1. SECURITY AND ISSUER.
Securities acquired: Shares of common stock, no par value per
share ("Common Stock")
Issuer: CoastCast Corp.
3025 East Victoria Street
Rancho Dominguez, CA 90221
Tel. No. (310) 638-0595
ITEM 2. IDENTITY AND BACKGROUND.
This Schedule 13D is filed on behalf of Jonathan Vannini (the
"Purchaser").
The business address of the Purchaser is 828 Irwin Drive,
Hillsborough, California 94010. The Purchaser's principal business is
that of a private investor. The Purchaser is a citizen of the United
States.
The Purchaser has not during the past five years been convicted in a
criminal proceeding (excluding traffic violations or similar
misdemeanors) or been a party to a civil proceeding of a judicial or
an administrative body of competent jurisdiction and as a result of
such proceeding 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.
ITEM 3. SOURCE AND AMOUNT OF FUNDS.
Since the filing of the first amendment to the initial Schedule 13D
on July 29, 1998, the Purchaser invested approximately $220,000 in
shares of Common Stock of CoastCast Corp. (the "Issuer") as described
below in Item 5. The source of these funds was the Purchaser's
personal funds.
ITEM 4. PURPOSE OF TRANSACTION.
The Purchaser acquired shares of the Issuer's Common Stock as an
investment in order (a) to obtain an equity position in the Issuer
whose Common Stock the Purchaser believes to be presently undervalued,
and (b) to maximize the value of that investment. The Purchaser
believes that such undervaluation of the Issuer's Common Stock is in
part a result of certain policies and practices of the Issuer's
management, including without limitation the policies and practices
related to the compensation and stock options granted to the chairman
of the Issuer's board of directors.
The Purchaser has a present intention to influence control of the
Issuer. The Purchaser has called a special meeting of the
shareholders of the Company to be held at 10:00 a.m. on September
22, 1998. The following business will be transacted at the meeting:
1) To elect a board of seven directors to serve until the next
annual meeting of the Company's shareholders and until their
successors have been elected and qualify;
2) To consider and take action concerning the revocation of a
proposed amendment of the Company's 1996 Amended and Restated
Employee Stock Option Plan, which amendment was proposed by
management of the Company and considered at the 1998 annual meeting
of the Company's shareholders;
3) To consider and take action concerning the revocation of a
proposed amendment of the Company's 1995 Amended and Restated Non-
Employee Director Stock Option Plan, which amendment was proposed by
management of the Company and considered at the 1998 annual meeting
of the Company's shareholders;
4) To consider and take action concerning the approval of the
reimbursement of Mr. Vannini for the fees and expenses incurred in
connection with the special meeting of the shareholders; and
5) To transact such other business as may properly come before
the meeting or any adjournment thereof.
The Purchaser reserves the right to acquire, or dispose of, additional
securities of the Issuer, to the extent
<PAGE>
- ---------------------
CUSIP NO. 19057T 10 8
- ---------------------
deemed advisable in light of his general investment and trading
policies, market conditions, or other factors. The Purchaser plans to
exercise influence in order to change the compensation and/or
membership of the present board of directors. The Purchaser plans to
exercise influence in order to persuade the Issuer to adopt a stock
repurchase program. The Purchaser plans to contact the Issuer and/or
other shareholders regarding these and other potential strategies to
increase shareholder value.
Other than as described above, the Purchaser has no present plans or
proposals which would result in any of the following:
1) any extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries;
2) any sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries;
3) any material change in the dividend policy of the Issuer;
4) any other material change in the Issuer's business or
corporate structure;
5) any change in the Issuer's charter, by-laws or instruments
corresponding thereto or other actions which may impede the
acquisition of control of the Issuer by any person;
6) 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 interdealer quotation system of a registered national
securities association;
7) causing a class of securities of the Issuer to become
eligible for termination of registration pursuant to Section 12(g)(4)
of the Act; or
8) any action similar to any of those enumerated above.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) As of April 30, 1998, and according to the Issuer's most
recent Quarterly Report on Form 10-Q, there were issued and
outstanding 9,003,598 shares of Common Stock. As of the date hereof,
the Purchaser has beneficial ownership of 911,000 such shares,
representing approximately 10.12% of the Common Stock of the Issuer.
<PAGE>
- ---------------------
CUSIP NO. 19057T 10 8
- ---------------------
(b) The Purchaser has the sole power to vote or to direct the
vote of and the sole power to dispose or to direct the disposition of
a total of 911,000 shares of Common Stock of the Issuer.
(c) The transactions in the Issuer's securities by the
Purchaser since the filing of the first amendment to the initial
Schedule 13D on July 29, 1998 are listed as Annex A attached hereto
and made apart hereof.
(d) Not Applicable.
(e) Not Applicable.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDING OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
Not Applicable.
ITEM 7. MATERIALS TO BE FILED AS EXHIBITS.
Not Applicable.
ANNEX A
<TABLE>
<CAPTION>
TRANSACTION DATE BUY/SELL QUANTITY (SHARES) PRICE PER SHARE ($)
<S> <C> <C> <C>
July 31, 1998 Buy 20,000 $11.00
</TABLE>
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.
Dated: August 3, 1998
/s/ Jonathan Vannini
By:_____________________________
Jonathan Vannini
