UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
LaCrosse Footwear, Inc.
(Name of Issuer)
Common Stock, $.01 par value
(Title of Class of Securities)
505688 10 1
(CUSIP Number)
December 31, 1998
(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 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).
(Continued on following page(s))
Page 1 of 9 Pages
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CUSIP No. 505688 10 1
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Schneider Family Voting Trust, George W. Schneider, Virginia F.
Schneider, Joseph P. Schneider, Steven M. Schneider and Patrick Greene,
Trustees
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) |X|
(b) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Not Applicable
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NUMBER OF 5 SOLE VOTING POWER
SHARES -0-
=============================================================
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 3,321,299
=============================================================
EACH 7 SOLE DISPOSITIVE POWER
REPORTING 3,321,299
=============================================================
PERSON 8 SHARED DISPOSITIVE POWER
WITH -0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
3,321,299
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10 CHECK BOX 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
50.0%
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12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
00: a trust
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Page 2 of 9 Pages
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CUSIP No. 505688 10 1
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1 NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
George W. and Virginia F. Schneider Trust U/A dated September 1, 1987,
George W. and Virginia F. Schneider, Co-Trustees
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(SEE INSTRUCTIONS) (a) |X|
(b) |_|
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Not Applicable
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NUMBER OF 5 SOLE VOTING POWER
SHARES 15,200
============================================================
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY 1,297,005
EACH ============================================================
7 SOLE DISPOSITIVE POWER
REPORTING
15,200
PERSON
============================================================
WITH 8 SHARED DISPOSITIVE POWER
-0-
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,312,205
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10 CHECK BOX 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
19.7%
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12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
00: a trust
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Page 3 of 9 Pages
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CUSIP No. 505688 10 1
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Item 1(a). Name of Issuer:
LaCrosse Footwear, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
1319 St. Andrew Street
La Crosse, Wisconsin 54603
Item 2(a). Name of Persons Filing:
Schneider Family Voting Trust ("Voting Trust"), George W.
Schneider, Virginia F. Schneider, Joseph P. Schneider,
Steven M. Schneider and Patrick Greene, Trustees
George W. and Virginia F. Schneider Trust U/A dated
September 1, 1987 ("Living Trust"), George W. and Virginia
F. Schneider, Co-Trustees
This statement on Schedule 13G is being filed on behalf of
both the Voting Trust and the Living Trust. 1,297,005
shares of the Issuer's Common Stock reported as
beneficially owned by the Living Trust are deposited in the
Voting Trust.
Item 2(b). Address of Principal Business Office or, if none,
Residence:
The address of the Voting Trust is 1319 St. Andrew Street,
La Crosse, Wisconsin 54603
The address of the Living Trust is P.O. Box 71, Redondo
Beach, California 90277
Item 2(c). Citizenship:
Not Applicable
Item 2(d). Title of Class of Securities:
Common Stock, $.01 par value
Item 2(e). CUSIP Number:
505688 10 1
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or
13d-2(b) or (c), check whether the person filing is a:
Not Applicable
Page 4 of 9 Pages
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CUSIP No. 505688 10 1
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Item 4. Ownership (as of December 31, 1998).
Voting Trust
(a) Amount Beneficially Owned: 3,321,299 shares.
(b) Percent of Class: 50.0%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
- 0 -
(ii) shared power to vote or to direct the vote
3,321,299 shares
(iii) sole power to dispose or to direct the
disposition of
3,321,299 shares
(iv) shared power to dispose or to direct the
disposition of
- 0 -
George W. and Virginia F. Schneider and 12 other members of
their family, including certain affiliated entities,
entered into a voting trust agreement in June 1982.
Pursuant to the trust agreement, as amended, all shares of
the Issuer's former Class A voting Common Stock (now Common
Stock) held by such individuals and entities were initially
deposited into the Voting Trust created thereunder. Each
depositor and beneficiary holding Voting Trust certificates
issued thereunder (which now includes 12 other members (or
affiliated trusts) of the Schneider family) also agreed to
transfer to the Voting Trust all shares of Common Stock
thereafter acquired, provided that no such depositor or
beneficiary is required to transfer, assign or set over to
the trustees shares of Common Stock acquired by gift on or
after January 15, 1994 from George W. or Virginia F.
Schneider.
Under the Voting Trust, the five trustees (currently,
George W. Schneider, Virginia F. Schneider, Joseph P.
Schneider, Steven M. Schneider and Patrick Greene), acting
by majority action, are vested with the exclusive right to
sell, transfer or dispose of the deposited shares and to
vote such deposited shares in their discretion on all
matters on which such shares are entitled to vote;
provided, however, that in the event of a proposed
recapitalization, reorganization, merger, consolidation,
liquidation, sale of all or substantially all of the assets
of the Issuer or a comparable transaction, in addition to
the necessary vote of the trustees, any such action shall
also require the affirmative vote or consent of the
beneficiaries holding Voting Trust certificates
representing at least 75% of the aggregate number of votes
Page 5 of 9 Pages
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CUSIP No. 505688 10 1
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of the then deposited shares. The beneficiaries are also
entitled to receive all cash dividends or other
distributions (other than in capital stock of the Issuer)
declared and paid on the deposited shares.
The deposited shares may only be withdrawn from the Voting
Trust by a beneficiary prior to the expiration or
termination of the Voting Trust if the trustees allow such
withdrawal; provided, however, that on January 31 of each
year (commencing on January 31, 1998) each beneficiary will
automatically receive 10,000 shares.
The Voting Trust continues in effect until April 1, 2000,
and thereafter for up to two additional successive
five-year periods if the trustees so elect. Notwithstanding
the foregoing, in the event of a reorganization, merger or
consolidation in which the Issuer does not survive, a
liquidation of the Issuer, a sale of all or substantially
all of the assets of the Issuer or a sale of all of the
Common Stock held by the trustees under the Voting Trust,
the Voting Trust shall automatically terminate.
Additionally, the Voting Trust may be terminated at any
time prior to the expiration thereof by the trustees with
the affirmative vote or consent of the beneficiaries
holding Voting Trust certificates representing at least 75%
of the aggregate number of votes of the then deposited
shares.
Living Trust
(a) Amount Beneficially Owned: 1,312,205 shares.
(b) Percent of Class: 19.7%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
15,200 shares
(ii) shared power to vote or to direct the vote
1,297,005 shares
(iii) sole power to dispose or to direct the
disposition of
15,200 shares
(iv) shared power to dispose or to direct the
disposition of
- 0 -
1,297,005 shares reported as beneficially owned by the
Living Trust are deposited in the Voting Trust and,
thereby, the Living Trust and its
Page 6 of 9 Pages
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CUSIP No. 505688 10 1
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co-trustees, as a beneficiary of the Voting Trust, share
voting power with the trustees of the Voting Trust over
such securities (see above) but do not have any power to
dispose of such shares (since the trustees of the Voting
Trust have sole dispositive power, see above).
Overall
The aggregate number and percentage of Common Stock of the
Issuer to which this Schedule 13G relates is 3,336,499
shares, representing 50.2% of the 6,644,427 shares
outstanding as stated in the Issuer's Form 10-Q for the
quarter ended September 26, 1998.
Item 5. Ownership of Five Percent or Less of a Class.
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another
Person.
See Item 4 above. The Living Trust, as a beneficiary of the
Voting Trust, has the right to receive all cash dividends
from, and the proceeds from the sale of, its shares of
Common Stock held in the Voting Trust.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
Not Applicable
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10. Certification.
Not Applicable
Page 7 of 9 Pages
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CUSIP No. 505688 10 1
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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.
February 11, 1999
Date
SCHNEIDER FAMILY VOTING TRUST
/s/ George W. Schneider
George W. Schneider, Trustee
/s/ Virginia F. Schneider
Virginia F. Schneider, Trustee
Page 8 of 9 Pages
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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.
February 11, 1999
Date
GEORGE W. AND VIRGINIA F. SCHNEIDER
TRUST U/A DATED SEPTEMBER 1, 1987
/s/ George W. Schneider
George W. Schneider, Trustee
/s/ Virginia F. Schneider
Virginia F. Schneider, Trustee
Page 9 of 9 Pages
