UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 2)*
JOHNSON OUTDOORS INC.
---------------------
(Name of Issuer)
Class A Common Stock, $.05 par value
------------------------------------
(Title of Class of Securities)
479254 10 4
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(CUSIP Number)
Linda L. Sturino, 555 Main Street, Suite 500,
Racine, Wisconsin 53403 - (262) 260-4046
----------------------------------------
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
July 8, 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 ss.ss.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 ss.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. 479254 10 4 Page 2 of 7 Pages
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1 NAME OF REPORTING PERSON
Helen P. Johnson-Leipold
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
OO
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
Not Applicable
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF 7 SOLE VOTING POWER
SHARES 788,155(1)
--- ------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 1,329,308(2)
--- ------------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 788,155(1)
--- ------------------------------------------------------------
PERSON 10 SHARED DISPOSITIVE POWER
WITH 1,329,308(2)
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,117,463(2)
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ]
Not Applicable
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
25.6%
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14 TYPE OF REPORTING PERSON
IN
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*SEE INSTRUCTIONS BEFORE FILLING OUT.
(1) Includes options to acquire shares of Class A Common Stock that are
exercisable within 60 days and shares of Class A Common Stock held in the
reporting person's 401(k) plan as of July 1, 2003.
(2) Takes into account shares of Class B Common Stock beneficially owned by the
reporting person which are convertible at any time in Class A Common Stock
on a one share-for-one share basis.
Item 1. Security and Issuer
-------------------
Class A Common Stock, $.05 par value
Johnson Outdoors Inc.
555 Main Street
Racine, Wisconsin 53403
Item 2. Identity and Background
-----------------------
This statement is being filed by Helen P. Johnson-Leipold. Certain
information regarding the foregoing person is set forth below.
(a)-(b) Name and Business Address
-------------------------
Helen P. Johnson-Leipold
555 Main Street
Racine, Wisconsin 53403
(c) Principal Occupation and Employment
-----------------------------------
Chairman and Chief Executive Officer of Johnson Outdoors Inc.
Principal Business/Name, Address and Principal Business of Employer
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Johnson Outdoors Inc.
555 Main Street
Racine, Wisconsin 53403
Manufacturer and marketer of recreational products.
(d)-(e) During the last five years, the reporting person has not been
convicted in a criminal proceeding or been a party to a civil proceeding of a
judicial or administrative body of competent jurisdiction and as a result of
such proceeding was or is subject to a judgment, decree or final order enjoining
future violation of, or prohibiting or mandating activities subject to federal
or state securities laws or finding any violation with respect to such laws.
(f) Citizenship
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United States
Item 3. Source and Amount of Funds or Other Consideration.
-------------------------------------------------
On July 8, 2003, for aggregate consideration of $2,238,963, the Samuel C.
Johnson 1988 Trust Number 1 dated September 14, 1988, as amended and restated
(the "Trust"), granted to each of Ms. Johnson-Leipold, S. Curtis Johnson, H.
Fisk Johnson and
Page 3 of 7 Pages
Winifred J. Marquart an option to purchase shares of Class A
Common Stock, par value $.05 per share ("Class A Common Stock"), of Johnson
Outdoors Inc. (the "Company") from the Trust for an exercise price of $13.04 per
share (the "Option Agreement"). Ms. Johnson-Leipold paid the consideration for
the option by means of a promissory note (the "Promissory Note"). Samuel C.
Johnson is the sole trustee of the Trust. The Option Agreement and the
Promissory Note are attached as exhibits to this Amendment No. 2 to the Schedule
13D and are incorporated by reference into this Schedule 13D. Item 6 of this
Amendment No. 2 to the Schedule 13D contains a more detailed description of the
option granted to Ms. Johnson-Leipold and the Promissory Note.
See (a) Item 4 to Amendment No. 1 to this Schedule 13D filed on February
12, 2001 and (b) Item 4 to the original Schedule 13D filed on January 10, 1994
for additional information concerning the other shares of Class A Common Stock
of the Company and the shares of Class B Common Stock, $.05 par value ("Class B
Common Stock") of the Company beneficially owned by Ms. Johnson-Leipold.
Item 4. Purpose of Transaction.
----------------------
Ms. Johnson-Leipold acquired the above-referenced option for investment
purposes.
The reporting person has no plans or proposals which relate to or would
result in:
(a) The acquisition by any person of additional securities of the Company,
or the disposition of securities of the Company;
(b) An extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Company or any of its subsidiaries;
(c) A sale or transfer of a material amount of assets of the Company or any
of its subsidiaries;
(d) Any change in the present board of directors or management of the
Company, including any plans or proposals to change the number or term of
directors or to fill any existing vacancies on the board;
(e) Any material change in the present capitalization or dividend policy of
the Company;
(f) Any other material change in the Company's business or corporate
structure;
(g) Changes in the Company's charter, bylaws or instruments corresponding
thereto or other actions which may impede the acquisition of control of the
Company by any other person;
Page 4 of 7 Pages
(h) Causing a class of securities of the Company to be delisted from a
national securities exchange or to cease to be authorized to be quoted in an
inter-dealer quotation system of a registered national securities association;
(i) A class of equity securities of the Company becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) Any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer.
------------------------------------
(a)-(b) Information concerning the amount and percentage of shares of Class
A Common Stock beneficially owned by the reporting person is set forth below.
Sole Shared
Voting and Voting and Aggregate Percentage of
Reporting Dispositive Dispositive Beneficial Outstanding
Person Power Power Ownership Shares
------ ----- ----- --------- ------
Helen P. Johnson-Leipold 788,155(1) 1,329,308(2) 2,117,463(1)(2) 25.6%(1)(2)(3)
_______________
(1) Includes options to acquire 635,000 shares of Class A Common Stock, which
options are exercisable within 60 days, and 3,643 shares of Class A Common
Stock held in the reporting person's 401(k) plan as of July 1, 2003.
(2) Includes shares of Class B Common Stock which are convertible at any time
on a one-for-one basis into shares of Class A Common Stock.
(3) Based on 7,211,649 shares of Class A Common Stock outstanding on July 7,
2003 and 1,056,722 shares of Class B Common Stock beneficially owned by the
reporting person.
Ms. Johnson-Leipold shares voting and dispositive power with respect to
certain shares with Samuel C. Johnson, Imogene P. Johnson, S. Curtis Johnson, H.
Fisk Johnson, JWA Consolidated, Inc. and Johnson Trust Company. Certain
information with respect to such persons is set forth below.
Name and Principal Occupation Name, Address and
Business Address and Employment Principal Business
---------------- -------------- ------------------
Imogene P. Johnson None None
555 Main Street
Racine, WI 53403
Citizenship: United States
Samuel C. Johnson Retired None
555 Main Street
Racine, WI 53403
Citizenship: United States
Page 5 of 7 Pages
Name and Principal Occupation Name, Address and
Business Address and Employment Principal Business
---------------- -------------- ------------------
S. Curtis Johnson Chairman-Worldwide Professional Johnson Diversey
555 Main Street 1326 Willow Road
Racine, WI 53403 Sturtevant, WI 53177
Citizenship: United States
H. Fisk Johnson Chairman S.C. Johnson & Son
555 Main Street Chairman of the Board 1525 Howe Street
Racine, WI 53403 Racine, WI 53403-2236
Citizenship: United States
JWA Consolidated, Inc. Not applicable Holding company for purposes of
555 Main Street owning stock of Company
Racine, WI 53403
State of Organization: Delaware
Johnson Trust Company Not Applicable Bank and Trust Company
555 Main Street
Racine, WI 53403
State of Organization: Wisconsin
During the last five years, none of the above persons have been convicted
in a criminal proceeding or has been a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction and as a result of such
proceeding was or is subject to a judgment, decree or final order enjoining
future violation of, or prohibiting or mandating activities subject to federal
or state securities laws or finding any violation with respect to such laws.
(c) Pursuant to the Option Agreement, Ms. Johnson-Leipold was granted an
option to purchase 485,000 shares of the Company's Class A Common Stock from the
Trust for an exercise price of $13.04 per share. No other transactions have been
effected during the past 60 days.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
---------------------------
See Item 4 in the original Schedule 13D filed on January 10, 1994.
Page 6 of 7 Pages
On July 8, 2003, Ms. Johnson-Leipold entered into the Option Agreement
and the Promissory Note. Pursuant to the Option Agreement, Ms.
Johnson-Leipold was granted an option to purchase 485,000 shares of
the Company's Class A Common Stock from the Trust for an exercise
price of $13.04 per share. The option is exercisable as of July 8,
2003 and expires on January 7, 2005. As consideration for the option,
Ms. Johnson-Leipold paid $1,119,480 by means of the Promissory Note.
Under the Promissory Note, Ms. Johnson-Leipold is obligated to pay the
Trust the sum of $1,119,480, together with interest on the outstanding
principal balance at a rate of 1.23% per annum until the Promissory
Note is paid in full. All outstanding interest and principal is due
and payable on January 7, 2005. Ms. Johnson-Leipold may prepay the
Promissory Note without penalty.
Item 7. Material to be Filed as Exhibits.
--------------------------------
(a) Johnson Outdoors Inc. Class B Common Stock Voting Trust (Filed
with the original Schedule 13D filed on January 10, 1994).
(b) Option Agreement, dated July 8, 2003, by and among the Samuel C.
Johnson 1988 Trust Number 1 dated September 14, 1988, as amended
and restated, Helen P. Johnson-Leipold, S. Curtis Johnson, H.
Fisk Johnson and Winifred J. Marquart.
(c) Promissory Note, dated July 8, 2003.
(d) Power of Attorney
Page 7 of 7 Pages
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.
Date: July 9, 2003.
Helen P. Johnson-Leipold
/s/ Linda L. Sturino
----------------------------------------
By Linda L. Sturino, attorney-in-fact
Page 8 of 7 Pages