1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
Terry E. Trexler | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o | ||
(b) | o | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
N/A | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| o | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
United States of America | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
2,183,407 | |||||
8 |
SHARED
VOTING POWER
| ||||
0 | |||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
2,183,407 | |||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
0 | |||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
2,183,407 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| o | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
53.8%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
IN | |||||
1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
Terry E. Trexler Revocable Trust | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o | ||
(b) | o | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
N/A | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| o | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
United States of America | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
2,180,535 | |||||
8 |
SHARED
VOTING POWER
| ||||
0 | |||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
2,180,535 | |||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
0 | |||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
2,180,535 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| o | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
53.7%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
OO | |||||
Item 1. | Security and Issuer |
This Schedule 13-D relates to the Common Stock (the "Common Stock") of the following corporation (the "Issuer"):
Nobility Homes, Inc. 3741 S.W. 7th Street Ocala, FL 34478 |
Item 2. | Identity and Background |
(a) | This Schedule 13-D is filed on behalf of Terry E. Trexler, and the Terry E. Trexler Revocable Trust (the "Trust" and, together with Mr. Trexler, the "Reporting Persons"), of which Mr. Trexler is the Trustee. |
(b) | 3741 S.W. 7th Street
Ocala, FL 34478 |
(c) | Mr. Trexler is the Trustee of the Trust. |
(d) | During the last five years, the Reporting Persons have not been a party to a criminal or civil proceeding of a judicial or 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. |
(e) | During the last five years, the Reporting Persons have not been a party to a criminal or civil proceeding of a judicial or 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. |
(f) | Mr. Trexler is a citizen of the United States and the Trust has been established under the laws of the United States. |
Item 3. |
Source
and Amount of Funds or Other Consideration
|
The Trust acquired beneficial ownership of 2,180,535 shares of the Common Stock when the Terry E. Trexler Irrevocable Trust was terminated on August 18, 2011 and 2,180,535 shares of the Common Stock was transferred to the Trust for no consideration. As the trustee of the Trust, Mr. Trexler was vested with sole voting and investment power with respect to such shares. |
Item 4. |
Purpose
of Transaction
|
2,180,535 shares of the Common Stock have been distributed to the Terry E. Trexler Revocable Trust for no consideration, upon termination of the Terry E. Trexler Irrevocable Trust. |
(a) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: the acquisition by any person of additional Common Stock of the Issuer, or the disposition of Common Stock of the Issuer. |
(b) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: an extraordinary corporate transaction, such as a merger, reorganization, or liquidation, involving the Issuer or any of its subsidiaries. |
(c) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries. |
(d) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board. |
(e) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: any material change in the present capitalization or dividend policy of the Issuer. |
(f) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: any other material change in the Issuer's business or corporate structure. |
(g) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: any changes in the Issuer's charter, bylaws, or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person. |
(h) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: causing a class of Common Stock of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted on an inter-dealer quotation system of a registered national securities association. |
(i) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: a class of equity Common Stock of the Issuer becoming eligible for termination of resignation pursuant to Section 12(g)(4) of the Securities Exchange Act of 1934. |
(j) | Except as set forth above, Mr. Trexler does not know of any plans or proposals which would relate to or result in the following: any action similar to any of those enumerated above. |
Item 5. |
Interest
in Securities of the Issuer
|
(a) | Mr. Trexler, through the Trust, beneficially owns and has sole dispositive and voting power over an aggregate 2,183,407 shares of the Common Stock, constituting approximately 53.8% of the 4,061,869 shares of the Common Stock outstanding as of January 27, 2015. Aside from the 2,180,535 shares owned by the Terry E. Trexler Revocable Trust, Mr. Trexler beneficially owns 2,040 shares held in trust for the benefit of Mr. Trexler's grandchild and 832 shares owned through the Nobility Homes, Inc. 401(k) plan. |
(b) | Mr. Trexler, through the Trust, beneficially owns and has sole dispositive and voting power over an aggregate 2,183,407 shares of the Common Stock, constituting approximately 53.8% of the 4,061,869 shares of the Common Stock outstanding as of January 27, 2015. Aside from the 2,180,535 shares owned by the Terry E. Trexler Revocable Trust, Mr. Trexler beneficially owns 2,040 shares held in trust for the benefit of Mr. Trexler's grandchild and 832 shares owned through the Nobility Homes, Inc. 401(k) plan. |
(c) | No transactions in the Common Stock were effected by Mr. Trexler in the last sixty days. |
Transaction Date | Shares or Unites Purchased (Sold) | Price Per Share or Unit |
(d) | Any dividends on the 2,183,407 shares of Common Stock (constituting approximately 53.8% of the total number of shares outstanding) owned by Mr. Trexler or the Trust and the proceeds of the sale thereof will be paid to Mr. Trexler or the Trust, as applicable. No other persons 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 Common Stock. |
(e) | Not applicable. |
Item 6. |
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
There are no contracts, arrangements, understandings or relationships (legal or otherwise) among Mr. Trexler and any other persons with respect to any Common Stock of the Issuer, including but not limited to transfer or voting of any Common Stock, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. |
Item 7. |
Material
to Be Filed as Exhibits
|
None. |
January 28, 2015 | By: |
/s/
Terry E. Trexler | |
TERRY E. TREXLER REVOCABLE TRUST | |||
January 28, 2015 | By: |
/s/
Terry E. Trexler | |
Trustee | |||