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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3 )*
Mobility Electronics, Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
(CUSIP Number)
Charles
R. Mollo
17800 N. Perimeter Dr., Suite 200
Scottsdale, Arizona 85255
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
(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 that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. o
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 to whom copies are to be sent.
* 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 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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CUSIP No. |
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60741U101 |
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2 |
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of |
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8 |
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1 |
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NAMES OF REPORTING PERSONS:
Charles R. Mollo |
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): |
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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) þ |
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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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SOURCE OF FUNDS (SEE INSTRUCTIONS): |
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Not applicable |
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5 |
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e): |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION: |
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U.S.A.
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7 |
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SOLE VOTING POWER: |
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NUMBER OF |
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67,206 |
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SHARES |
8 |
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SHARED VOTING POWER: |
BENEFICIALLY |
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OWNED BY |
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1,456,279 |
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EACH |
9 |
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SOLE DISPOSITIVE POWER: |
REPORTING |
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PERSON |
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67,206 |
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WITH |
10 |
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SHARED DISPOSITIVE POWER: |
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1,456,279 |
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11 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: |
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1,523,485 |
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12 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS): |
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o
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): |
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4.8% |
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14 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): |
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IN |
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CUSIP No. |
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60741U101 |
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Page |
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3 |
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of |
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8 |
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1 |
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NAMES OF REPORTING PERSONS:
Janice L. Breeze-Mollo |
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY): |
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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) þ |
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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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SOURCE OF FUNDS (SEE INSTRUCTIONS): |
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Not applicable |
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5 |
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CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e): |
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o |
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6 |
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CITIZENSHIP OR PLACE OF ORGANIZATION: |
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U.S.A.
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7 |
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SOLE VOTING POWER: |
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NUMBER OF |
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6,468 |
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SHARES |
8 |
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SHARED VOTING POWER: |
BENEFICIALLY |
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OWNED BY |
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1,254,944 |
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EACH |
9 |
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SOLE DISPOSITIVE POWER: |
REPORTING |
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PERSON |
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6,468 |
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WITH |
10 |
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SHARED DISPOSITIVE POWER: |
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1,254,944 |
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11 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: |
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1,261,412 |
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12 |
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CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS): |
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o
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13 |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): |
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3.9% |
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14 |
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS): |
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IN |
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CUSIP No. |
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60741U101 |
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Page |
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4 |
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of |
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8 |
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
(Amendment No. 3)
This Amendment No. 3 amends and supplements the initial Schedule 13D filed jointly on February
24, 2003, together with Amendment No. 1 to Schedule 13D filed jointly on November 14, 2003 and
Amendment No. 2 to Schedule 13D filed on January 20, 2006 (together, the Initial Amended
Schedule) pursuant to Rule 13d-1(k)(1) promulgated by the Securities and Exchange Commission
(SEC) under Section 13(d) of the Securities Exchange Act of 1934, as amended (the
Act) by Charles R. Mollo and Janice L. Breeze-Mollo (each a Reporting Person),
with respect to their respective beneficial ownership of the common stock, par value $0.01 per
share (the Stock), of Mobility Electronics, Inc., a Delaware corporation
(Issuer).
The Reporting Persons are filing this Amendment No. 3 to reflect (i) changes in the Reporting
Persons ownership of Stock resulting from the distribution of shares of Stock by affiliates of
such Reporting Persons and other changes in beneficial ownership of Stock as determined in
accordance with Rule 13d-3 under the Act, and (ii) the termination of reporting obligations of the
Reporting Persons under Section 13(d) of the Act. The Reporting Persons hereby amend Items 2, 5
and 7 of the Initial Amended Schedule as set forth below to reflect such changes.
Item 1. Security and Issuer
No change from the Initial Amended Schedule.
Item 2. Identity and Background.
Effective May 8, 2007, Charles R. Mollo resigned as a trustee of the JLM-008 Trust and the
John R. Harris and Timothy D. Harris Irrevocable Trust and, as a result, no longer has voting or
dispositive power over the Stock held by these trusts. Effective May 8, 2007, Janice L.
Breeze-Mollo resigned as a trustee of the CRM-008 Trust and, as a result, no longer has voting or
dispositive power over the Stock held by this trust. Also, effective May 8, 2007, Ms. Breeze-Mollo
was appointed as a trustee of the John R. Harris and Timothy D. Harris Irrevocable Trust. There
has been no other change from the Initial Amended Schedule.
Item 3. Source and Amount of Funds or Other Consideration.
No change from the Initial Amended Schedule.
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CUSIP No. |
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60741U101 |
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5 |
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Item 4. Purpose of Transaction.
No change from the Initial Amended Schedule.
Item 5. Interest in Securities of the Issuer.
Item 5 is hereby amended and restated in its entirety as follows:
Based upon information available to the Reporting Persons, as of May 7, 2007, there were
31,821,429 shares of Stock issued and outstanding.
The aggregate number and percentage of Stock beneficially owned by each Reporting Person as of
May 9, 2007 is incorporated by reference herein from the information set forth on the cover pages
of this Schedule.
The following describes the sole and shared voting power over the shares of Stock beneficially
owned by each Reporting Person, including shares of Stock which the Reporting Persons have a right
to acquire:
Sole Voting and Dispositive Power:
Mr. Mollo has sole voting and dispositive power over 67,206 shares of Stock, which includes
21,864 shares that may be purchased upon the exercise of options.
Ms. Breeze-Mollo has sole voting and dispositive power over 6,468 shares of Stock.
Shared Voting and Dispositive Power
Mr. Mollo and Ms. Breeze-Mollo share voting and dispositive power over (a) 123,967 shares of
Stock of which they are the holder of record as joint tenants with right of survivorship, (b)
128,136 shares of Stock that may be purchased upon the exercise of options held by CJMO, LLC, a
limited liability company in which Mr. Mollo and Ms. Breeze-Mollo are members and Mr. Mollo is the
manager (CJMO), and (c) 100,000 shares of Stock that will issue, less an unspecified number of
shares that will be surrendered to satisfy tax withholding obligations, upon the vesting of
restricted stock units on June 8, 2007 held by CJMO.
CRM Revocable Trust is the holder of record of 8,000 shares of Stock, and shares voting and
dispositive power over these shares with Mr. Mollo, who is a co-trustee of this trust.
JLM Revocable Trust is the holder of record of 14,696 shares of Stock, and shares voting and
dispositive power over these shares with Ms. Breeze-Mollo, who is a co-trustee of this trust.
Breeze Family LLC is the holder of record of 30,966 shares of Stock, and shares voting and
dispositive power over these shares with Ms. Breeze-Mollo, who is the manager of Breeze Family LLC.
Harris Family LLC is the holder of record of 63,804 shares of Stock, and shares voting and
dispositive power over these shares with Ms. Breeze-Mollo, as a co-trustee of the The John R.
Harris and Timothy D. Harris Irrevocable Trust, which may be deemed to control Harris Family LLC as
a 92.86% owner of its outstanding membership interests.
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CUSIP No. |
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60741U101 |
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CRM-008 Trust is the holder of record of 314,219 shares of Stock, and shares voting and
dispositive power over these shares with Mr. Mollo, who is a co-trustee of this trust.
JLM-008 Trust is the holder of record of 113,588 shares of Stock, and shares voting and
dispositive power over these shares with Ms. Breeze-Mollo, who is a co-trustee of this trust.
La Luz Enterprises, L.L.C. is the holder of record of 165,056 shares of Stock, and shares
voting and dispositive power over these shares with CRM-008 Trust, which is the sole owner of La
Luz Enterprises, L.L.C., Mr. Mollo, who is the sole manager of La Luz Enterprises, L.L.C. and a
co-trustee of CRM-008 Trust.
La Luz Enterprises-II, L.L.C. is the holder of record of 27,886 shares of Stock, and shares
voting and dispositive power over these shares with JLM-008 Trust, which is the sole owner of La
Luz Enterprises-II, L.L.C., Ms. Breeze-Mollo, who is the sole manager of La Luz Enterprises-II,
L.L.C. and a co-trustee of JLM-008 Trust.
New Horizons Enterprises, Inc. is the holder of record of 177,941 shares of Stock, and shares
voting and dispositive power over these shares with CRM-008 Trust, which owns 49% of New Horizons
Enterprises, Inc., JLM-008 Trust, which owns approximately 24.99% of New Horizons Enterprises,
Inc., Mr. Mollo, who is a co-trustee of the CRM-008 Trust and Ms. Breeze-Mollo, who is a co-trustee
of the JLM-008 Trust.
New Vistas Investments Corporation is the holder of record of 438,960 shares of Stock, and
shares voting and dispositive power over these shares with CRM-008 Trust, which owns approximately
51% of New Vistas Investments Corporation, JLM-008 Trust, which owns
approximately 22% of New
Vistas Investments Corporation, Mr. Mollo who is a co-trustee of the CRM-008 Trust, and Ms.
Breeze-Mollo, who is a Director and Vice President of New Vistas Investments Corporation and a
co-trustee of the JLM-008 Trust.
The John R. Harris and Timothy D. Harris Irrevocable Trust is the holder of record of 35,000
shares of Stock, and shares voting and dispositive power over these shares with Ms. Breeze-Mollo,
who is a co-trustee of this trust.
Except as set forth on Exhibit 1 attached hereto, during the last 60 days, none of the
Reporting Persons has effected any transactions with respect to the Stock.
Certain other persons may have the right to receive or the power to direct the receipt of
dividends from, or the proceeds from the sale of, the shares of Stock disclosed herein. None of
such persons interest exceeds five percent of the outstanding Stock.
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CUSIP No. |
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Each of Mr. Mollo and Ms. Breeze-Mollo disclaims that he or she is, for purposes of Section
13(d) or 13(g) of the Act, the beneficial owner of any securities covered by this Schedule other
than those shares of Stock with respect to which he or she is indicated as having sole or shared
voting and dispositive power in Item 5 of this Schedule.
Consequently, neither of these individuals will be filing as Reporting Persons in subsequent
Schedule 13D filings.
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
No change from the Initial Amended Schedule.
Item 7. Material to Be Filed as Exhibits.
Item 7 is hereby amended to include the following:
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Exhibit |
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Number |
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Description of Document |
1
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Transactions During the Last 60 Days |
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CUSIP No. |
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60741U101 |
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SIGNATURE
After reasonable inquiry and to the best of the knowledge and belief of the undersigned, each
of the undersigned hereby certifies that the information set forth in this Amendment No. 2 to
Schedule 13D is true, complete and correct.
Dated: May 10, 2007
/s/ Charles R. Mollo
Charles R. Mollo
/s/ Janice L. Breeze-Mollo
Janice L. Breeze-Mollo
Exhibit 1
During the past sixty days, the following Reporting Persons engaged in the below described
transactions with respect to the Stock:
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On May 9, 2007, New Vistas Investments Corp. (New Vistas) distributed 4,668 shares of
Stock, at a value of $3.57 per share based on the closing price of the Stock on The NASDAQ
Global Market on May 9, 2007, to a former stockholder of New Vistas in exchange for his
outstanding ownership interests in New Vistas. |
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On May 9, 2007, New Vistas issued a pro rata dividend to its stockholders of a total of
254,535 shares of Stock, at a value of $3.57 per share based on the closing price of the Stock
on The NASDAQ Global Market on May 9, 2007. As a result of such dividend, the CRM-008 Trust
and the JLM-008 Trust, each a stockholder of New Vistas, received 128,174 and 55,131 shares of
Stock, respectively. |
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On April 29, 2007, New Horizons Enterprises, Inc. (New Horizons) issued a pro rata dividend
to its stockholders of a total of 233,827 shares of Stock, at a value of $3.09 per share based
on the closing price of the Stock on The NASDAQ Global Market on April 29, 2007. As a result
of such dividend, the CRM-008 Trust and the JLM-008 Trust, each a stockholder of New Horizons,
received 114,575 and 58,457 shares of Stock, respectively. |