School Specialty, Inc.
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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807864103
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(CUSIP Number)
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December 31, 2013
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(Date of Event Which Requires Filing of this Statement)
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1
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NAMES OF REPORTING PERSONS
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Lockheed Martin Investment Management Company
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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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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Deleware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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- 0 -
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6
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SHARED VOTING POWER
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77,818
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7
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SOLE DISPOSITIVE POWER
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- 0 -
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8
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SHARED DISPOSITIVE POWER
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- 0 -
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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77,818
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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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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.8%1
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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CO, HC
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1
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The percentage used herein and in the rest of this Schedule 13G is calculated based upon 1,000,004 shares of Common Stock outstanding as of December 3, 2014, as reported in the Issuer's Quarterly Report on Form 10-Q filed with the Commission on December 4, 2014.
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1
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NAMES OF REPORTING PERSONS
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Lockheed Martin Corporation Master Retirement Trust
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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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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New York
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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- 0 -
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6
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SHARED VOTING POWER
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77,818
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7
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SOLE DISPOSITIVE POWER
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- 0 -
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8
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SHARED DISPOSITIVE POWER
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- 0 -
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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77,818
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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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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.8%1
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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EP
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Item 1(a). | Name of Issuer: |
Item 1(b). | Address of Issuer's Principal Executive Offices: |
Item 2(a). | Name of Person Filing: |
This Schedule 13G is being jointly filed by and on behalf of each of Lockheed Martin Investment Management Company ("LMIMCo") and Lockheed Martin Corporation Master Retirement Trust ("MRT" and together with LMIMCo, the "Reporting Persons"). MRT is the owner of the shares of Common Stock set forth on the cover pages hereto. Highmark Limited ("Highmark"), a wholly-owned subsidiary of MRT, owned 2,113 shares of Common Stock as of December 31, 2013, with respect to its segregated account Highmark Fixed Income 3. As of December 31, 2014, Highmark owned no shares of Common Stock.
LMIMCo is the named fiduciary of MRT and may be deemed to beneficially own securities held by MRT and Highmark.
The Reporting Persons have entered into a Joint Filing Agreement, dated July 11, 2017, a copy of which is filed with this Schedule 13G as Exhibit 99.1, pursuant to which the Reporting Persons have agreed to file this statement jointly in accordance with the provisions of Rule 13d-1(k)(1) under the Securities Exchange Act of 1934 (the "Act").
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Item 2(b). | Address of Principal Business Office or, if none, Residence: |
Item 2(c). | Citizenship: |
Item 2(d). | Title of Class of Securities: |
Item 2(e). | CUSIP Number: |
Item 3. | If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or |
(a) | ☐ Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o); |
(b) | ☐ Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c); |
(c) | ☐ Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c); |
(d) | ☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
(e) | ☐ Investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E); |
(f) | ☒ Employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F); |
(g) | ☒ Parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G); |
(h) | ☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
(i) | ☐ 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); |
(j) | ☐ A non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J); |
(k) | ☐ Group, in accordance with Section 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Section 240.13d-1(b)(1)(ii)(J), please specify the type of institution: ____________________________ . |
Item 4. | Ownership. |
(a) | Amount beneficially owned: 77,818 |
(b) | Percent of class: 7.8%2 |
(c) | Number of shares as to which the person has: |
(i) | Sole power to vote or to direct the vote: - 0 - |
(ii) | Shared power to vote or to direct the vote: 77,818 |
(iii) | Sole power to dispose or to direct the disposition of: - 0 - |
(iv) | Shared power to dispose or to direct the disposition of: 77,818 |
Item 5. | Ownership of Five Percent or Less of a Class. |
Item 6. | Ownership of More Than Five Percent on Behalf of Another Person. |
Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company. |
Item 8. | Identification and Classification of Members of the Group. |
Item 9. | Notice of Dissolution of Group. |
Item 10.
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Certification.
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Lockheed Martin Investment Management Company
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By:
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/s/ Robert C. Varnell
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Name: Robert C. Varnell
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Title: Vice President & General Counsel
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Lockheed Martin Corporation Master Retirement Trust
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By: Lockheed Martin Investment Mangement Company | ||
Its: Named Fiduciary | ||
By:
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/s/ Robert C. Varnell
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Name: Robert C. Varnell
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Title: Vice President & General Counsel
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Exhibit
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Description of Exhibit
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99.1
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Joint Filing Agreement dated July 12, 2017.
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Lockheed Martin Investment Management Company
|
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By:
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/s/ Robert C. Varnell
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Name: Robert C. Varnell
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Title: Vice President & General Counsel
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Lockheed Martin Corporation Master Retirement Trust
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By: Lockheed Martin Investment Mangement Company | ||
Its: Named Fiduciary | ||
By:
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/s/ Robert C. Varnell
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Name: Robert C. Varnell
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Title: Vice President & General Counsel
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