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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Tredegar Corp | NYSE:TG | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.03 | -0.46% | 6.46 | 6.60 | 6.355 | 6.50 | 106,115 | 01:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 13)*
TREDEGAR CORPORATION
(Name of Issuer)
COMMON STOCK
(Title of class of securities)
894650 100
(CUSIP NUMBER)
John D. Gottwald
William M. Gottwald
James T. Gottwald
Floyd D. Gottwald, Jr. Living Trust
c/o John D. Gottwald
Westham Partners
9030 Stony Point Parkway, Suite 505
Richmond, Virginia 23235
Telephone No. 804-560-6961
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
Copy to:
William I. Sanderson, Esq.
John B. Cornelius, Esq.
McGuireWoods LLP
800 East Canal Street
Richmond, Virginia 23219
Telephone No. 804-775-1000
June 16, 2022
(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. ☐
NAMES OF REPORTING PERSON John D. Gottwald CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See instructions) (a) ☐ (b) ☒ SEC USE ONLY SOURCE OF FUNDS PF and OO CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP OR PLACE OF
ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 1,908,355 SHARED VOTING POWER 5,198,091 SOLE DISPOSITIVE POWER 1,908,355 SHARED DISPOSITIVE POWER 5,198,091 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,106,446 CHECK BOX, IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☒ PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 21.0%(1) TYPE OF REPORTING
PERSON IN
NAMES OF REPORTING PERSON William M. Gottwald CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See instructions) (a) ☐ (b) ☒ SEC USE ONLY SOURCE OF FUNDS* PF and OO CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP OR PLACE OF
ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 68,051 SHARED VOTING POWER 5,079,607 SOLE DISPOSITIVE POWER 68,051 SHARED DISPOSITIVE POWER 5,079,607 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,147,658 CHECK BOX, IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☒ PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 15.2%(1) TYPE OF REPORTING
PERSON IN
NAMES OF REPORTING PERSON James T. Gottwald CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See instructions) (a) ☐ (b) ☒ SEC USE ONLY SOURCE OF FUNDS* PF and OO CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP OR PLACE OF
ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 40,000 SHARED VOTING POWER 5,137,838 SOLE DISPOSITIVE POWER 40,000 SHARED DISPOSITIVE POWER 5,137,838 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,177,838 CHECK BOX, IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☒ PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 15.3%(1) TYPE OF REPORTING
PERSON IN
NAMES OF REPORTING PERSON Floyd D. Gottwald, Jr. Living Trust CHECK THE APPROPRIATE BOX
IF A MEMBER OF A GROUP (See instructions) (a) ☐ (b) ☒ SEC USE ONLY SOURCE OF FUNDS OO CHECK IF DISCLOSURE OF
LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) CITIZENSHIP OR PLACE OF
ORGANIZATION USA NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER 0 SHARED VOTING POWER 2,394,646 SOLE DISPOSITIVE POWER 0 SHARED DISPOSITIVE POWER 2,394,646 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,394,646 CHECK BOX, IF THE
AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ☐ PERCENT OF CLASS
REPRESENTED BY AMOUNT IN ROW (11) 7.1%(1) TYPE OF REPORTING
PERSON OO Amendment No. 13 amends and supplements Amendment Nos. 1 through 12 to the statement on Schedule 13D
initially filed on August 15, 1989 with respect to shares of common stock (the Common Stock) of Tredegar Corporation (the Issuer). The purpose for the filing of this Amendment No. 13 is to update and supplement the
information with respect to the percentages of the Common Stock beneficially owned by the Reporting Persons. In computing the percentage ownership, each of the Reporting Persons assumed that there are 33,853,082 shares
of common stock outstanding, as reported by Tredegar Corporation in its Quarterly Report on Form 10-Q for the period ended March 31, 2022, as filed with the Securities and Exchange Commission on
May 9, 2022.
Item 1. Security and Issuer. This statement relates to the Common Stock of the Issuer, a Virginia corporation having its principal executive offices at 1100 Boulders
Parkway, Richmond, Virginia 23225. Item 3. Source and Amount of Funds or Other Consideration. Since the filing of Amendment No. 12, none of John D. Gottwald, William M. Gottwald and James T. Gottwald have acquired shares of Common
Stock. The Floyd D. Gottwald, Jr. Living Trust received an aggregate 599,777 shares of Common Stock on June 16 and June 17, 2022, with such shares transferred from the brokerage accounts of the late Floyd D. Gottwald, Jr., pursuant to the
terms such accounts following the death of Floyd D. Gottwald, Jr. Item 5. Interest in Securities of the Issuer. Amount Beneficially Owned: 7,351,331 shares2
Percentage of Class Owned: 21.7% Number of shares as to which such persons have: (i) sole power to vote or to direct the vote 2,016,406 (ii) shared power to vote or to direct the vote 5,334,925 (iii) sole power to dispose of or to direct the disposition of 2,016,406 (iv) shared power to dispose of or to direct the disposition of 5,334,925 John D. Gottwald received 2,485 shares of Common Stock on April 1, 2022, pursuant to the Issuers
director compensation program. William M. Gottwald received 1,826 shares of Common Stock on April 1, 2022, pursuant to Issuers director compensation program. On June 16 and Jun 17, 2022, the Floyd D. Gottwald, Jr. Living Trust
received an aggregate 599,777 shares of the Issuers Common Stock, with such shares transferred from the brokerage accounts of the late Floyd D. Gottwald, Jr., pursuant to the terms such accounts relating to the death of Floyd D. Gottwald, Jr.
There have been no transactions by James T. Gottwald in the past 60 days involving shares of the Issuers Common Stock. 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 5,334,925 of the shares described in Items 5(b)(ii) and (iv). However, none of any such persons individual interest relates to more than five percent of the class of securities for which this Form is filed.
This does not include any shares held by the adult children of John D. Gottwald, William M. Gottwald and James
T. Gottwald who do not live with their fathers, which shares aggregate less than 1%. The filing of this statement shall not be construed as an admission that, for the purposes of Section 13(d) or 13(g) of the Securities Exchange Act of 1934,
James T. Gottwald, John D. Gottwald and William M. Gottwald are the beneficial owners of the shares described in Items 5(b)(ii) and (iv). See Item 5(d).
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the
Issuer. John D. Gottwald, William M. Gottwald and James T. Gottwald are brothers, and all three serve as trustees to the Floyd D.
Gottwald, Jr. Living Trust. This form is being filed because the Reporting Parties could be deemed to be a group for purposes of Schedule 13D even though there is no agreement between them with respect to the acquisition, retention, disposition or
voting of shares of the Issuers Common Stock. There are no contracts, arrangements, understandings or relationships (legal or
otherwise) between John D. Gottwald, William M. Gottwald and James T. Gottwald and any other person with respect to securities of the Issuer. Item
7. Material to be Filed as Exhibits Agreement between John D. Gottwald, William M. Gottwald, James T. Gottwald and the Floyd D. Gottwald, Jr.
Living Trust with respect to the filing of this Amendment No. 13 to the statement to Schedule 13D.
After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and correct. Dated: June 22, 2022 /s/ John D. Gottwald /s/ William M. Gottwald /s/ James T. Gottwald /s/ James T. Gottwald
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John D. Gottwald
William M. Gottwald
James T. Gottwald
Floyd D. Gottwald, Jr. Living Trust
By: James T. Gottwald, as trustee
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