CUSIP No. 703395103 |
|
13G |
|
Page 1 of 5 Pages |
|
UNITED STATES |
SECURITIES AND EXCHANGE COMMISSION |
Washington, D.C. 20549 |
|
SCHEDULE 13G |
|
Under the Securities Exchange Act of 1934 |
|
(Amendment No. 1)* |
|
Patterson Companies, Inc. |
(Name of Issuer) |
|
Common Stock, $0.01 par value |
(Title of Class of Securities) |
|
703395103 |
(CUSIP Number) |
|
December 31, 2008 |
(Date of Event Which Requires Filing of this Statement) |
|
Check the appropriate box to designate the rule pursuant to which this Schedule is filed: |
|
|
|
|
|
x Rule 13d-1(b) |
|
|
|
|
¨ Rule 13d-1(c) |
|
|
|
|
¨ Rule 13d-1(d) |
|
|
|
|
|
*The remainder of this cover page shall be filled out for a reporting persons initial filing on this form |
with respect to the subject class of securities, and for any subsequent amendment containing |
information which would alter the disclosures provided in a prior cover page. |
|
|
|
The information required in 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. 703395103 |
|
13G |
|
Page 2 of 5 Pages |
|
1. Name of Reporting Persons. |
|
|
|
|
I.R.S. Identification No. of above persons (entities only). |
|
|
|
Delaware Charter Guarantee & Trust Company dba Principal Trust Company as Trustee for the Patterson Companies, Inc. |
Employee Stock Ownership Plan, IRS No. 51-0099493. |
|
|
|
|
|
2. Check the Appropriate Box if a Member of a Group: |
|
|
|
(a) |
|
¨ |
|
|
|
|
|
(b) |
|
¨ |
|
|
|
|
|
3. SEC Use Only |
|
|
|
|
|
4. Citizenship or Place of Organization: Delaware |
|
|
|
Number of Shares Beneficially Owned by Each Reporting Person With: |
|
|
|
|
|
5. Sole Voting Power: |
|
|
|
|
|
|
0 |
|
|
|
|
|
|
|
Number of |
|
6. Shared Voting Power: |
|
|
|
|
Shares |
|
20,572,555 |
|
|
|
|
Beneficially |
|
|
Owned By |
|
7. Sole Dispositive Power: |
|
|
|
|
Each |
|
0 |
|
|
|
|
Reporting |
|
|
Person With: |
|
8. Shared Dispositive Power: |
|
|
|
|
20,572,555 |
|
|
|
|
|
9. Aggregate Amount Beneficially owned by Each Reporting Person: 20,572,555 |
|
|
|
|
|
|
|
10. Check if Aggregate Amount in Row (9) Excludes Certain Shares: ¨ |
|
|
|
11. Percent of Class Represented by Amount in Row (9): 16.85% |
|
|
|
|
|
|
|
12. Type of Reporting Person: EP |
|
|
|
|
|
|
|
|
|
|
|
CUSIP No. 703395103 |
|
13G |
|
Page 3 of 5 Pages |
|
Item 1. |
|
|
|
|
|
|
|
(a) Name of Issuer: |
|
|
|
Patterson Companies, Inc. |
(b) Address of Issuers Principal Executive Offices: |
|
1031 Mendota Heights Road |
|
|
|
|
|
|
Saint Paul, MN 55120-1419 |
|
Item 2. |
|
|
|
|
|
|
|
(a) (c) Name, Principal Business Address and Citizenship of Person Filing: |
|
Delaware Charter Guarantee & Trust Company dba Principal Trust Company as Trustee |
for the Patterson Companies, Inc. Employee Stock Ownership Plan |
1013 Centre Road |
|
|
|
|
Wilmington, Delaware 19805 |
|
|
|
|
|
Citizenship: |
|
Delaware |
|
|
|
|
|
(d) Title of Class of Securities: |
|
Common Stock, $0.01 par value |
|
(e) CUSIP Number: |
|
703395103 |
|
|
|
Item 3. If this statement is filed pursuant to Rule 13D-1(b) or 13D-2(b) or (c), check whether the |
person filing is a: |
|
|
|
|
|
|
|
(f) x An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F); |
|
Item 4. Ownership - Provide the following information regarding the aggregate number and |
percentage of the class of securities of the issuer identified in Item 1. |
|
(a) The Patterson Companies, Inc. Employee Stock Ownership Plan (Plan) is subject to the |
Employee Retirement Income Security Act of 1974 (ERISA). Delaware Charter Guarantee |
& Trust Company dba Principal Trust Company acts as the Trustee of the Patterson |
Companies, Inc. Employee Stock Ownership Plan Trust (Trust). As of December 31, 2008, |
the Plan held 20,572,555 shares of the Issuers common stock. The securities reported |
include all shares held of record by the Trustee. The Trustee follows the directions of the |
Issuer and/or Plan participants with respect to voting and disposition of shares. The Trustee, |
however, is subject to fiduciary duties under ERISA. The Trustee disclaims beneficial |
ownership of the shares of common stock that are the subject of this Schedule 13G. |
|
(b) The 20,572,555 shares of common stock represent 16.85% of the Issuers outstanding shares |
of common stock. The percent of class is based on shares outstanding as of December 31, |
2008, as provided by the Issuer. |
|
|
|
|
CUSIP No. 703395103 |
|
13G |
|
Page 4 of 5 Pages |
|
|
|
(c) Number of shares as to which such person has: |
|
|
(i) |
|
Sole power to vote or direct the vote: 0 |
|
|
(ii) |
|
Shared power to vote or direct the vote: 20,572,555 |
|
|
(iii) |
|
Sole power to dispose or direct the disposition of: 0 |
|
|
(iv) |
|
Shared power to dispose or direct the disposition of: 20,572,555 |
|
|
|
|
|
Item 5. Ownership of Five Percent or Less of Class |
|
|
|
|
|
|
|
Not Applicable |
|
|
|
|
|
Item 6. Ownership of More Than Five Percent on Behalf of Another Person |
|
|
|
|
|
Not Applicable |
|
|
|
|
|
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being |
Reported on by the Parent Holding Company |
|
|
|
|
|
|
|
Not Applicable |
|
|
|
|
|
|
|
Item 8. Identification and Classification of Members of the Group |
|
|
|
|
|
|
|
Not Applicable |
|
|
|
|
|
|
|
|
|
Item 9. Notice of Dissolution of Group |
|
|
|
|
|
|
|
|
|
Not Applicable |
|
|
|
|
|
|
|
|
|
Item 10. Certification |
|
|
|
|
|
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above |
were acquired and are held in the ordinary course of business and were not acquired and are not held |
for the purpose of or with the effect of having or influencing the control of the issuer of the securities |
and are not acquired and are not held in connection with or as a participant in any transaction having |
that purpose or effect. |
|
|
|
|