UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities
Exchange Act of 1934
(Amendment No. ___)*
Servotronics,
Inc.
(Name of Issuer)
Common Stock, $0.20 value per share
(Title of Class of Securities)
817732100
(CUSIP Number)
KENNETH D. TRBOVICH
960 PORTERVILLE ROAD
EAST AURORA, NEW YORK 14052
(716) 634-4646
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 6, 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 Sections 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 Section
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).
1 NAMES OF REPORTING PERSONS:
Kenneth D. Trbovich
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY):
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS):
(a) X
(b) _
3 SEC USE ONLY:
4 SOURCE OF FUNDS (SEE INSTRUCTIONS):
OO
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(e):
_
6 CITIZENSHIP OR PLACE OF ORGANIZATION:
United States of America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
7 SOLE VOTING POWER:
108,780 shares
8 SHARED VOTING POWER:
393,818 shares
9 SOLE DISPOSITIVE POWER:
108,780 shares
10 SHARED DISPOSITIVE POWER:
393,818 shares
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
502,598 shares (1)
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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(SEE INSTRUCTIONS):
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11):
20.0% (2)
14 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
IN
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(1) Includes: (a) 91,171 shares of Common Stock (defined below)
owned by Kenneth D. Trbovich. (b) Kenneth D. Trbovich, serves as
the Trustee of and controls 17,609 shares of Common Stock which are
held by the Trbovich Family Foundation (the "Foundation"). (c)
Kenneth D. Trbovich serves as the Co-Executor of the Estate and
jointly controls 99,175 shares of Commons Stock owned by the
Estate. (d) The Estate jointly controls 294,643 shares of Common
Stock owned by Beaver Hollow Wellness, LLC through that certain
Voting Agreement dated as of December 6, 2022, as more fully
described below.
(2) Calculated based on 2,510,042 shares of common stock ("Common
Stock") of the Issuer outstanding as of November 7, 2022, as
reported in the Issuer's Quarterly Report on Form 10-Q for the
quarter ended September 30, 2022.
TABLE OF CONTENTS
Item 1. Security and Issuer
Item 2. Identity and Background
Item 3. Source and Amount of Funds or Other Consideration
Item 4. Purpose of Transaction
Item 5. Interest in Securities of the Issuer
Item 6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer
Item 7. Material to Be Filed as Exhibits
Signature
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Item 1. Security and
Issuer
This Schedule 13D (the "Schedule 13D") relates to
shares of common stock, par value $0.20 per share ("Common Stock"),
of Servotronics, Inc., a Delaware corporation (the "Issuer"). The
principal executive offices of the Issuer are located at 1110 Maple
Street, Elma, New York 14059. Item 2. Identity and Background
(a) This Schedule 13D is being filed by Kenneth D. Trbovich, a
citizen of the United States of America ("Mr. Trbovich"). (b) The
address of the principal business and principal office of Mr.
Trbovich is 960 Porterville Road, East Aurora, New York 14052.
(c) Consultant
(d) During the last five years, Mr. Trbovich has not been convicted
in a criminal proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, Mr. Trbovich has not 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
violations of, or prohibiting or mandating activities subject to,
federal or state securities laws or finding any violations with
respect to such laws.
(f) Mr. Trbovich is a citizen of the United States of America. Item
3. Source and Amount of Funds or Other Consideration Mr. Trbovich
directly owns 91,171 shares of Common Stock, which were, in part,
granted to Mr. Trbovich pursuant to the Issuer's Employee Stock
Option Plan and, in part, gifted to him from an IRA he received
from his father,
Mr. Nicolas D. Trbovich, Sr., after his death. Mr. Trbovich
controls 17,609 shares of Common Stock which are held by the
Trbovich Family Foundation (the "Foundation"). Mr. Trbovich is the
Trustee of the Foundation. Mr. Trbovich jointly controls 99,175
shares of Common Stock which are held by Estate of Nicholas D.
Trbovich, Sr. (the "Estate"). Mr. Trbovich and his brother, Mr.
Michael D. Trbovich, are the co-executors of the Estate. On
December 6, 2022, the Estate, exchanged 294,643 shares of Common
Stock (the "Exchanged Shares") for membership interests in Beaver
Hollow Wellness, LLC, a New York limited liability company. The
Estate indirectly owns the Exchanged Shares. Item 4. Purpose of
Transaction
On December 6, 2022, the Estate of
Nicholas D. Trbovich, Sr. (the "Estate"), exchanged 294,643 shares
of Common Stock (the "Exchanged Shares") for membership interests
in Beaver Hollow Wellness, LLC, a New York limited liability
company, as part of a diversification strategy for the Estate's
asset portfolio. The Estate indirectly owns the Exchanged Shares.
Mr. Trbovich and his brother, Mr. Kenneth Trbovich, are the
co-executors of the Estate.
The Estate has filed a separate Schedule 13D. Item 5. Interest in
Securities of the Issuer
(a) As of 12:00 p.m., Eastern Standard time, on the date of this
Schedule 13D, Mr. Trbovich beneficially owns an aggregate of
502,598 shares of Common Stock (defined below) of the Issuer (the
"Shares"). The Shares represent 20.0% of the Issuer's Common Stock
outstanding. Percentages of the Common Stock outstanding reported
in this Schedule 13D are calculated based upon the 2,510,042 shares
of common stock ("Common Stock") of the Issuer outstanding as of
November 7, 2022, as reported in the Issuer's Quarterly Report on
Form 10-Q for the quarter ended September 30, 2022.
(b) Mr. Trbovich owns and has sole voting and dispositive power
over 108,780 of the Shares. The Estate owns and has sole voting and
dispositive power over 99,175 of the Shares, which power is
exercised by Kenneth D. Trbovich and Michael D. Trbovich as the
co-executors of the Estate. The Estate indirectly owns and jointly
controls 294,643 of the Shares owned by Beaver Hollow Wellness, LLC
through that certain Voting Agreement dated as of December 6, 2022,
as more fully described below.
(c) On December 6, 2022, the Estate exchanged 294,643 of the Shares
(the "Jointly Controlled Shares") for a limited liability company
interest in Beaver Hollow Wellness, LLC, a New York limited
liability company ("BHW"). In connection with the exchange, the
Estate entered into a Voting Agreement dated as of December 6,
2022, with the other member of BHW, Founders Software, Inc., a
Nevada corporation ("FSI"), wholly owned and controlled by Paul L.
Snyder III ("PLS"), who is also Chairman of the Board and the
indirect majority shareholder of FSI, which governs the voting and
transfer, and disposal rights of the Jointly Controlled Shares. The
exchange was effected as a private exchange of equity
interests.
(d) Subject to the Voting Agreement described in Item 6 below (i)
BHW has the right to receive dividends and the proceeds from any
sale of the Jointly Controlled Shares and (ii) the Estate and FSI,
as the members of BHW, have the power to direct the receipt of
dividends and the proceeds from any sale of the Jointly Controlled
Shares. The Estate has to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of 99,175
of the Shares it owns, such rights to be exercised by the
Co-Executors. The Foundation has to receive or the power to direct
the receipt of dividends from, or the proceeds from the sale of
17,609 of the Shares it owns, such rights to be exercised by the
Mr. Trbovich as the Trustee.
(e) Not applicable. Item 6. Contracts, Arrangements, Understandings
and Relationships with Respect to Securities of the Issuer In
connection with the exchange of the Jointly Controlled Shares for a
membership interest in BHW, the Estate, for which Mr. Trbovich is a
co-executor, entered into a Voting Agreement dated as of December
6, 2022 (the "Voting Agreement") with the other member of BHW,
Founders Software, Inc., which governs the voting, transfer,
direction of dividends, and disposal rights of the Jointly
Controlled Shares. Item 7. Material to Be Filed as Exhibits Voting
Agreement dated as of December 6, 2022.
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.
Dated: December 9, 2022
/s/ Kenneth D. Trbovich
Kenneth D. Trbovich
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This regulatory filing also includes additional resources:
voting_agreement.pdf
Servotronics (AMEX:SVT)
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