SEC 1746
(11-02)

Potential persons who are to 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.

 

 

UNITED STATES

OMB APPROVAL

 

SECURITIES AND EXCHANGE
COMMISSION

OMB Number: 3235-0145

 

Washington, D.C. 20549

Expires: October 31, 1997

 

SCHEDULE 13D
(Rule 13d-101)

Estimated average burden hours per form  14.90

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)

Under the Securities Exchange Act of 1934
(Amendment No. 11)*

STATION CASINOS, INC.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

857689103

(CUSIP Number)

 

Frank J. Fertitta III

Chief Executive Officer

STATION CASINOS, INC.

(702) 367-2411

2411 W. Sahara Avenue

Las Vegas, Nevada 89102

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

August 25, 2003

(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. [     ]

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 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).

 

 

CUSIP No.   857689103

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
Blake L. Sartini       530-66-6565

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

[    ]

 

 

(b)

[ X ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
United States

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
906,346

 

8.

Shared Voting Power
4,770,598

 

9.

Sole Dispositive Power
906,346

 

10.

Shared Dispositive Power
4,770,598

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
5,676,944

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
9.5%

 

 

14.

Type of Reporting Person (See Instructions)
IN

 

 

2

 

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only).
 Delise F. Sartini        530-76-4142

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

 [    ]

 

 

(b)

 [ X ]

 

 

3.

SEC Use Only

 

 

4.

Source of Funds (See Instructions)

 

 

5.

Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)    [    ]

 

 

6.

Citizenship or Place of Organization
United States

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
120,285

 

8.

Shared Voting Power
4,770,598

 

9.

Sole Dispositive Power
120,285

 

10.

Shared Dispositive Power
4,770,598

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
4,890,883

 

 

12.

Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)  [    ]

 

 

13.

Percent of Class Represented by Amount in Row (11)
8.2%

 

 

14.

Type of Reporting Person (See Instructions)
IN

 

3

 

Item 1.

Security and Issuer

Title of class of equity securities:  Common Stock, par value $.01 per share

Name and address of issuer:  Station Casinos, Inc., 2411 West Sahara Avenue, Las Vegas, Nevada 89102

This Amendment No. 11 to Schedules 13D filed June 10, 1993 for each of Blake L. Sartini and Delise F. Sartini (the “Reporting Persons”) is made to reflect the decrease in beneficial ownership by the Reporting Persons since the date of Amendment No. 9 to the Schedules 13D filed August 5, 2003 as a result of (i) the exercise of certain options to acquire common stock and the disposition of the corresponding underlying shares of common stock, and (ii) the disposition of shares of common stock by a trust for the benefit of relatives of the Reporting Persons over which Blake L. Sartini has voting or dispositive power, each as described in Item 5(C) below.

 

Item 2.

Identity and Background

(i)                                    (A)                               Name:  Blake L. Sartini

(B)                               Business address:  5110 South Valley View, Las Vegas, NV 89118

(C)                               Principal occupation and business address:  Chief Executive Officer, Golden Gaming, Inc., 5110 South Valley View, Las Vegas, NV 89118

(D)                               Criminal proceedings:  No

(E)                                 Civil proceedings:  No

(F)                                 Citizenship:  United States

 

(ii)                                (A)                               Name:  Delise F. Sartini

(B)                               Business address:  N/A

(C)                               Principal occupation and business address:  N/A

(D)                               Criminal proceedings:  No

(E)                                 Civil proceedings:  No

(F)                                 Citizenship:  United States

 

4

 

Item 3.

Source and Amount of Funds or Other Consideration

See Item 5(c) below.

 

Item 4.

Purpose of the Transaction

The securities reported were disposed of as a result of (i) the exercise of certain options to acquire common stock and the disposition of the corresponding underlying shares of common stock and (ii) the disposition of shares of common stock by a trust for the benefit of relatives of the Reporting Persons over which Blake L. Sartini has voting or dispositive power.  The remaining securities beneficially owned by the Reporting Persons are being held for investment purposes.  At any time, the Reporting Persons may determine to dispose of some or all of the common stock they hold, subject to applicable law.  The Reporting Persons may also make purchases of common stock from time to time, subject to applicable law. Any decision to make such additional dispositions or purchases will depend, however, on various factors, including, without limitation, the price of the common stock, stock market conditions and the business prospects of the issuer.  Other than as set forth above, the Reporting Persons have no plans or proposals which relate to or would result in any of the matters specified in Item 4 of Form 13D.

 

Item 5.

Interest in Securities of the Issuer

Blake L. Sartini

(A)          Aggregate shares and percentage beneficially owned:

5,676,944  (9.5%)

(B)          Sole voting and dispositive power:  906,346

Shared voting and dispositive power:  4,770,598

(C)          Transactions effected during past sixty days:

On July 31, 2003, Mr. Blake L. Sartini exercised options to acquire 60,000 shares of common stock and disposed of the corresponding underlying shares in an open market sale at a price of $29.0378 per share.  The 60,000 options to acquire common shares exercised on July 31, 2003 had a strike price of $9.75 per share.

On August 4, 2003, Mr. Blake L. Sartini exercised options to acquire 91,844 shares of common stock and disposed of the corresponding underlying shares in an open market sale at a price of $29.0318 per share.  The 91,844 options to acquire common shares exercised on August 4, 2003 had a strike price of $9.75 per share.

On August 14, 2003, Mr. Blake L. Sartini exercised options to acquire 100,000 shares of common stock and disposed of the corresponding underlying shares in an open market sale at a price of $29.0008 per share.  The 100,000 options to acquire common shares exercised on August 14, 2003 had a strike price of $9.75 per share.

On August 15, 2003, Mr. Blake L. Sartini exercised options to acquire 40,000 shares of common stock and disposed of the corresponding underlying shares in an open market sale at a price of $29.0213 per share.  The 40,000 options to acquire common shares exercised on August 15, 2003 had a strike price of $9.75 per share.

 

5

 

On August 18, 2003, Mr. Blake L. Sartini exercised options to acquire 60,000 shares of common stock and disposed of the corresponding underlying shares in an open market sale at a price of $29.0232 per share.  The 60,000 options to acquire common shares exercised on August 18, 2003 had a strike price of $9.75 per share.

On August 21, 2003, Mr. Blake L. Sartini exercised options to acquire 96,200 shares of common stock and disposed of the corresponding underlying shares in an open market sale at a price of $30.2464 per share.  The 96,200 options to acquire common shares exercised on August 21, 2003 had a strike price of $9.75 per share.

On August 25, 2003, a trust for the benefit of relatives of Mr. Blake L. Sartini over which Mr. Blake L. Sartini has voting or dispositive power sold 25,000 shares of common stock in an open market sale at a price of $29.0262 per share.

Delise F. Sartini

(A)      Aggregate shares and percentage beneficially owned:

4,890,883  (8.2%)

(B)          Sole voting and dispositive power:  120,285

Shared voting and dispositive power: 4,770,598

(C)          Transactions effected during past sixty days:

 

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

None.

 

Item 7.

Material to Be Filed as Exhibits

None.

 

6

 

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.

 

 

August 29, 2003

 

Date

 

 

 

/s/ Blake L. Sartini

 

Signature

 


Blake L. Sartini

 

Name/Title

 

7

 

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.

 

 

August 29, 2003

 

Date

 

 

 

/s/ Delise F. Sartini

 

Signature

 


Delise F. Sartini

 

Name/Title

 

8