sc13g
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OMB APPROVAL |
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OMB Number: 3235-0145 |
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Expires: February 28, 2009 |
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Estimated average burden
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.
)*
Standex International Corp.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
854231107
(CUSIP Number)
12-31-2009
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
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Rule 13d-1(b) |
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o |
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Rule 13d-1(c) |
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o |
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Rule 13d-1(d) |
*The remainder of this cover page shall be filled out for a reporting persons 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).
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid
OMB control number.
SEC 1745 (3-06)
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1 |
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NAMES OF REPORTING PERSONS. I.R.S. Identification Nos. of above persons (entities only).
WEDGE Capital Management L.L.P. 56-1557450 |
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2 |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) o |
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(b) o |
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3 |
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SEC USE ONLY |
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4 |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
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North Carolina |
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5 |
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SOLE VOTING POWER |
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NUMBER OF |
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652,655 |
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SHARES |
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SHARED VOTING POWER |
BENEFICIALLY |
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BY OWNED BY |
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None |
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EACH |
7 |
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SOLE DISPOSITIVE POWER |
REPORTING |
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PERSON |
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688,752 |
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WITH: |
8 |
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SHARED DISPOSITIVE POWER |
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None |
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9 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
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688,752 |
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10 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) |
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Not applicable |
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11 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
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5.5% |
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12 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) |
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IA |
Page 2 of 6 pages
INSTRUCTIONS FOR SCHEDULE 13G
Instructions for Cover Page
(1) |
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Names and I.R.S. Identification Numbers of Reporting PersonsFurnish the full legal name of
each person for whom the report is filedi.e., each person required to sign the schedule
itselfincluding each member of a group. Do not include the name of a person required to be
identified in the report but who is not a reporting person. Reporting persons that are
entities are also requested to furnish their I.R.S. identification numbers, although
disclosure of such numbers is voluntary, not mandatory (see SPECIAL INSTRUCTIONS FOR
COMPLYING WITH SCHEDULE 13G below). |
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(2) |
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If any of the shares beneficially owned by a reporting person are held as a member of a group
and that membership is expressly affirmed, please check row 2(a). If the reporting person
disclaims membership in a group or describes a relationship with other persons but does not
affirm the existence of a group, please check row 2(b) [unless it is a joint filing pursuant
to Rule 13d-1(k)(1) in which case it may not be necessary to check row 2(b)]. |
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(3) |
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The third row is for SEC internal use; please leave blank. |
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(4) |
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Citizenship or Place of OrganizationFurnish citizenship if the named reporting person is a
natural person. Otherwise, furnish place of organization. |
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(5)-(9), |
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(11) Aggregate Amount Beneficially Owned By Each Reporting Person, Etc.Rows (5) through
(9) inclusive, and (11) are to be completed in accordance with the provisions of Item 4 of
Schedule 13G. All percentages are to be rounded off to the nearest tenth (one place after
decimal point). |
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(10) |
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Check if the aggregate amount reported as beneficially owned in row (9) does not include
shares as to which beneficial ownership is disclaimed pursuant to Rule 13d-4 (17 CFR
240.13d-4] under the Securities Exchange Act of 1934. |
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(12) |
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Type of Reporting PersonPlease classify each reporting person according to the following
breakdown (see Item 3 of Schedule 13G) and place the appropriate symbol on the form: |
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Category |
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Symbol |
Broker Dealer
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BD |
Bank
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BK |
Insurance Company
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IC |
Investment Company
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IV |
Investment Adviser
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IA |
Employee Benefit Plan, Pension Fund,
or Endowment Fund
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EP |
Parent Holding Company/Control Person
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HC |
Savings Association
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SA |
Church Plan
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CP |
Corporation
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CO |
Partnership
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PN |
Individual
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IN |
Other
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OO |
Notes:
Attach as many copies of the second part of the cover page as are needed, one reporting
person per page.
Filing persons may, in order to avoid unnecessary duplication, answer items on the schedules
(Schedule 13D, 13G or 14D-1) by appropriate cross references to an item or items on the cover
page(s). This approach may only be used where the cover page item or items provide all the
disclosure required by the schedule item. Moreover, such a use of a cover page item will result
in the item becoming a part of the schedule and accordingly being considered as filed for
purposes of Section 18 of the Securities Exchange Act or otherwise subject to the liabilities of
that section of the Act.
Reporting persons may comply with their cover page filing requirements by filing either
completed copies of the blank forms available from the Commission, printed or typed facsimiles, or
computer printed facsimiles, provided the documents filed have identical formats to the forms
prescribed in the Commissions regulations and meet existing Securities Exchange Act rules as to
such matters as clarity and size (Securities Exchange Act Rule 12b-12).
SPECIAL INSTRUCTIONS FOR COMPLYING WITH SCHEDULE 13G
Under Sections 13(d), 13(g), and 23 of the Securities Exchange Act of 1934 and the rules and
regulations thereunder, the Commission is authorized to solicit the information required to be
supplied by this schedule by certain security holders of certain issuers.
Page 3 of 6 pages
Disclosure of the information specified in this schedule is mandatory, except for I.R.S.
identification numbers, disclosure of which is voluntary. The
information will be used for the primary purpose of determining and
disclosing the holdings of certain
beneficial owners of certain equity securities. This statement will be made a matter of public
record. Therefore, any information given will be available for inspection by any member of the
public.
Because of the public nature of the information, the Commission can use it for a variety
of purposes, including referral to other governmental authorities or securities
self-regulatory organizations for investigatory purposes or in connection with litigation
involving the Federal securities laws or other civil, criminal or regulatory statutes or
provisions. I.R.S. identification numbers, if furnished, will assist the Commission in
identifying security holders and, therefore, in promptly processing statements of beneficial
ownership of securities.
Failure to disclose the information requested by this schedule, except for I.R.S.
identification numbers, may result in civil or criminal action against the persons involved
for violation of the Federal securities laws and rules promulgated thereunder.
GENERAL INSTRUCTIONS
A. |
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Statements filed pursuant to Rule 13d-1(b) containing the information required by
this schedule shall be filed not later than February 14 following the calendar year
covered by the statement or within the time specified in
Rules 13d-1(b)(2) and 13d-2(c).
Statements filed pursuant to Rule 13d-1(c) shall be filed within the time specified in
Rules 13d-1(c), 13d-2(b) and 13d-2(d). Statements filed pursuant
to Rule 13d-1(d) shall be
filed not later than February 14 following the calendar year covered by the statement
pursuant to Rules 13d-1(d) and 13d-2(b). |
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B. |
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Information contained in a form which is required to be filed by rules under section
13(f) (15 U.S.C. 78m(f)) for the same calendar year as that covered by a statement on this
schedule may be incorporated by reference in response to any of the items of this
schedule. If such information is incorporated by reference in this schedule, copies of the
relevant pages of such form shall be filed as an exhibit to this schedule. |
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C. |
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The item numbers and captions of the items shall be included but the text of the items is
to be omitted. The answers to the items shall be so prepared as to indicate clearly the
coverage of the items without referring to the text of the items. Answer every item. If an
item is inapplicable or the answer is in the negative, so state. |
Item 1.
(a) Name of Issuer Standex International Corp.
(b) Address of Issuers Principal Executive Offices 6 Manor Parkway
Salem, NH 03079
Item 2.
(a) Name
of Person Filing WEDGE Capital
Management L.L.P.
(b) Address of Principal Business Office or, if none, Residence 301 S. College Street, Suite 2920
Charlotte, NC 28202-6002
(c) Citizenship North Carolina
(d) Title of Class of Securities Common Stock
(e) CUSIP Number 854231107
Item 3.
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). |
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(b)
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Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). |
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(c)
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Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). |
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(d)
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Investment company registered under section 8 of the Investment Company Act of 1940 (15
U.S.C 80a-8). |
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(e)
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An investment adviser in accordance
with §240.13d-1(b)(1)(ii)(E); |
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(f)
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An employee benefit plan or
endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
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(g)
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A parent holding company or control
person in accordance with § 240.13d-1(b)(1)(ii)(G); |
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(h)
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A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12
U.S.C. 1813); |
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(i)
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A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3); |
Page 4 of 6 pages
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(j)
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o
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Group, in accordance with
§240.13d-1(b)(1)(ii)(J). |
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: 688,752.
(b) Percent of class: 5.5%.
(c) Number of shares as to which the person has:
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(i) |
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Sole power to vote or to direct the vote 652,655. |
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(ii) |
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Shared power to vote or to direct the vote None. |
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(iii) |
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Sole power to dispose or to direct
the disposition of 688,752. |
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(iv) |
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Shared power to dispose or to
direct the disposition of None. |
Instruction. For computations regarding securities which represent a right to acquire an
underlying security see §240.13d-3(d)(1).
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
o.
Instruction: Dissolution of a group requires a response to this item.
Item
6. Ownership of More than Five Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, such securities, a statement to
that effect should be included in response to this item and, if such interest relates to more
than five percent of the class, such person should be identified. A listing of the shareholders
of an investment company registered under the Investment Company Act of 1940 or the
beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding
Company
If a parent holding company has filed this schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the
Item 3 classification of the relevant subsidiary. If a parent holding company has filed this
schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the
identification of the relevant subsidiary.
Not applicable.
Item 8. Identification and Classification of Members of the Group
If
a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate
under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each
member of the group. If a group has filed this schedule pursuant to
§240.13d-1(c) or
§240.13d-1(d), attach an exhibit stating the identity of each member of the group.
Not applicable.
Item 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the date of
the dissolution and that all further filings with respect to transactions in the security
reported on will be filed, if required, by members of the group, in their individual capacity.
See Item 5. Not applicable.
Item 10. Certification
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(a) |
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The following certification shall be included if the statement is filed
pursuant to §240.13d-1(b): |
Page 5 of 6 pages
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By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course of
business and were not acquired and are not held
for the purpose of or with the effect of changing or influencing the control
of the issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose
or effect. |
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(b) |
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The following certification shall be included if the statement is filed pursuant to
§240.13d-1(c): |
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By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were not acquired and are not held for the
purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in
connection with or as a participant in any transaction having that purpose
or effect. |
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.
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February 8, 2010 |
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Date |
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/s/ Bradley W. Horstmann |
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Signature |
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Bradley W. Horstmann / General Partner
Name/Title
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The original statement shall be signed by each person on whose behalf the statement is filed
or his authorized representative. If the statement is signed on behalf of a person by his
authorized representative other than an executive officer or general partner of the filing person,
evidence of the representatives authority to sign on behalf of such person shall be filed with the
statement, provided, however, that a power of attorney for this purpose which is already on file
with the Commission may be incorporated by reference. The name and any title of each person who
signs the statement shall be typed or printed beneath his signature.
NOTE: Schedules filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits. See §240.13d-7 for other parties for whom copies are to be sent.
Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations
(See 18 U.S.C. 1001)
Mecklenburg, North Carolina
I certify that the following person(s) personally appeared before me this day, each
acknowledging to me that he or she signed the foregoing document: Bradley W. Horstmann.
Date: February 8, 2010
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/s/ Rebecca N. Harrison
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Rebecca N. Harrison, Notary Public |
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My Commission Expires November 13, 2013 |
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Page 6 of 6 pages