SEC FORM
3
SEC Form 3
| FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Estimated average burden |
| hours per response: |
0.5 |
|
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1. Name and Address of Reporting Person*
| THREE LINCOLN CENTRE |
| 5430 LBJ FREEWAY STE 1700 |
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year)
11/10/2003
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3. Issuer Name and Ticker or Trading Symbol
KRONOS WORLDWIDE INC
[ KRO ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
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10% Owner |
| X |
Officer (give title below) |
|
Other (specify below) |
| Chairman of the Board and |
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
| X |
Form filed by One Reporting Person |
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Form filed by More than One Reporting Person |
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| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
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3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
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4. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Common Stock $0.01 par value |
48,943,049 |
I |
by NL
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Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
4)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
6. Nature of Indirect Beneficial Ownership (Instr.
5)
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| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
|
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By: A. Andrew R. Louis, Attorney-in-fact For: Harold C. Simmons |
11/10/2003 |
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** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
5
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
POWER OF ATTORNEY
FOR EXECUTING FORMS 3, 4 AND 5
Know all by these presents, that the undersigned hereby constitutes and
appoints each of Steven L. Watson, J. Mark Hollingsworth and A. Andrew R.
Louis signing singly, his/her true and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned Forms 3, 4 and 5 in
accordance with Section 16(a) of the Securities Exchange Act of 1934, as
amended (the "Act"), and the rules thereunder;
(2) do and perform any and all acts for and on behalf of the undersigned
that may be necessary or desirable to complete the execution of any such
Forms 3, 4 or 5 and the timely filing of such form with the United States
Securities and Exchange Commission and any other authority; and
(3) take any other action of any type whatsoever in connection with the
foregoing that in the opinion of such attorney-in-fact may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve
in his/her discretion.
The undersigned hereby grants to each such attorney-in-fact full power
and authority to do and perform all and every act and thing whatsoever
requisite, necessary and proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all intents and purposes as
such attorney-in-fact might or could do if personally present, with full
power of substitution or revocation, hereby ratifying and confirming all that
such attorney-in-fact, or his/her substitute or substitutes, shall lawfully
do or cause to be done by virtue of this Power of Attorney and the rights and
powers herein granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving such capacity at the request of the
undersigned, are not assuming any of the undersigned's responsibilities to
comply with Section 16 of the Act.
EXECUTED as of this 17th day of February, 1995.
/s/ Harold C. Simmons
Signature
Harold C. Simmons
Printed Name
Additional Information
NL, Industries, Inc. ("NL") directly holds 48,943,049 shares of common stock,
par value $0.01 per share ("Common Stock"), of the issuer constituting all of
the outstanding shares of Common Stock.
Valhi, Inc. ("Valhi") and Tremont LLC ("Tremont") are the direct holders of
approximately 63.1% and 21.4%, respectively, of the outstanding common stock
of NL. Valhi is the direct holder of 100% of the membership interests of
Tremont. Valhi Group, Inc. ("VGI"), National City Lines, Inc. ("National"),
Contran, the Harold Simmons Foundation, Inc. (the "Foundation"), the Contran
Deferred Compensation Trust No. 2 (the "CDCT No. 2") and The Combined Master
Retirement Trust (the "CMRT") are the direct holders of approximately 77.6%,
9.1%, 3.1%, 1.3%, 0.4% and 0.1%, respectively, of the outstanding shares of
Valhi common stock. National, NOA, Inc. ("NOA") and Dixie Holding Company
("Dixie Holding") are the direct holders of approximately 73.3%, 11.4% and
15.3%, respectively, of the outstanding common stock of VGI. Contran and NOA
are the direct holders of approximately 85.7% and 14.3%, respectively, of the
outstanding common stock of National. Contran and Southwest Louisiana Land
Company, Inc. ("Southwest") are the direct holders of approximately 48.9% and
51.1%, respectively, of the outstanding common stock of NOA. Dixie Rice
Agricultural Corporation, Inc. ("Dixie Rice") is the direct holder of 100% of
the outstanding common stock of Dixie Holding. Contran is the holder of 100%
of the outstanding common stock of Dixie Rice and approximately 88.9% of the
outstanding common stock of Southwest.
Substantially all of Contran's outstanding voting stock is held by trusts
established for the benefit of certain children and grandchildren of Harold
C. Simmons (the "Trusts"), of which Mr. Simmons is the sole trustee. As sole
trustee of each of the Trusts, Mr. Simmons has the power to vote and direct
the disposition of the shares of Contran stock held by each of the Trusts.
Harold C. Simmons is the chairman of the board and chief executive officer of
each of the issuer and NL and the chairman of the board of each of Tremont,
Valhi, VGI, National, NOA, Dixie Holding, Dixie Rice, Southwest and Contran.
The Foundation directly holds approximately 1.3% of the outstanding shares of
Valhi common stock. The Foundation is a tax-exempt foundation organized for
charitable purposes. Harold C. Simmons is the chairman of the board of the
Foundation.
The CDCT No. 2 directly holds approximately 0.4% of the outstanding shares of
Valhi common stock. U.S. Bank National Association serves as the trustee of
the CDCT No. 2. Contran established the CDCT No. 2 as an irrevocable "rabbi
trust" to assist Contran in meeting certain deferred compensation obligations
that it owes to Harold C. Simmons. If the CDCT No. 2 assets are insufficient
to satisfy such obligations, Contran is obligated to satisfy the balance of
such obligations as they come due. Pursuant to the terms of the CDCT No. 2,
Contran (i) retains the power to vote the shares of Valhi common stock held
directly by the CDCT No. 2, (ii) retains dispositive power over such shares
and (iii) may be deemed the indirect beneficial owner of such shares.
The CMRT directly holds approximately 0.1% of the outstanding shares of Valhi
common stock. Valhi established the CMRT to permit the collective investment
by master trusts that maintain the assets of certain employee benefit plans
Valhi and related companies adopt. Harold C. Simmons is the sole trustee of
the CMRT and a member of the trust investment committee for the CMRT.
Valhi's board of directors selects the trustee and members of the trust
investment committee for the CMRT. Harold C. Simmons disclaims beneficial
ownership of the shares of Valhi common stock held by the CMRT, except to the
extent of his individual vested beneficial interest, if any, in the assets
held by the CMRT.
By virtue of the holding of the offices, the stock ownership and his services
as trustee, all as described above, (a) Harold C. Simmons may be deemed to
control such entities and (b) Mr. Simmons and certain of such entities may be
deemed to possess indirect beneficial ownership of shares directly held by
certain of such other entities. However, Mr. Simmons disclaims such
beneficial ownership of the shares beneficially owned directly or indirectly
by any of such entities, except to the extent of his vested beneficial
interest, if any, in shares held by the CMRT and his interest as a
beneficiary of the CDCT No. 2. Mr. Harold Simmons disclaims beneficial
ownership of all shares of Common Stock that NL directly holds.
Harold C. Simmons' spouse is the direct owner of 69,475 shares of NL common
stock. Mr. Simmons may be deemed to share indirect beneficial ownership of
such shares. Mr. Simmons disclaims all such beneficial ownership.
Valmont Insurance Company ("Valmont"), NL and a subsidiary of NL directly own
1,000,000, 3,522,967 and 1,186,200 shares of Valhi common stock,
respectively. Valhi is the direct holder of 100% of the outstanding common
stock of Valmont. Pursuant to Delaware law, Valhi treats the shares of Valhi
common stock that Valmont, NL, and the subsidiary of NL own as treasury stock
for voting purposes. For the purposes of the percentage calculations herein,
such shares are not deemed outstanding.
