You can access the original SEC filing by clicking here.
Ownership Summary Table
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| LKCM Private Discipline Master Fund, SPC | 1,622,887 | 0 | 1,622,887 | 0 | 1,622,887 | 4.7% |
| LKCM Micro-Cap Partnership | 51,939 | 0 | 51,939 | 0 | 51,939 | 0.1% |
| LKCM Core Discipline | 19,363 | 0 | 19,363 | 0 | 19,363 | 0.1% |
| LKCM Investment Partnership | 0 | 0 | 0 | 0 | 0 | 0% |
| LKCM Investment Partnership II | 0 | 0 | 0 | 0 | 0 | 0% |
| Luther King Capital Management Corporation | 1,695,989 | 0 | 1,695,989 | 0 | 1,695,989 | 4.9% |
| J. Luther King, Jr | 1,701,689 | 0 | 1,701,689 | 0 | 1,701,689 | 4.9% |
| J. Bryan King | 1,694,189 | 0 | 1,694,189 | 0 | 1,694,189 | 4.9% |
Page 1 of 12 – SEC Filing
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
CECO
Environmental Corp.
(Name of Issuer)
Common Stock, $0.01 par value
(Title of Class of Securities)
125141101
(CUSIP Number)
Jacob D. Smith
Principal, General Counsel & CCO
Luther King Capital Management Corporation
301 Commerce Street, Suite 1600
Fort Worth, Texas 76102
(817) 332-3235
(Name,
Address and Telephone Number of Persons Authorized to Receive Notices and Communications)
October 13, 2017
(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 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 persons 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).
Persons who response to the collection of information contained in this form are not required to respond unless the form
displays a currently valid OMB control number.
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Page 2 of 12 – SEC Filing
| CUSIP No. 125141101 | Page 2 of 12 |
| 1. | Name of LKCM Private Discipline Master Fund, SPC | |||||
| 2. | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3. | SEC Use Only | |||||
| 4. | Source of Funds (See Instructions) WC | |||||
| 5. | Check if Disclosure of Legal | |||||
| 6. | Citizenship or Place of Cayman Islands | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 1,622,887 | ||||
| 8. | Shared Voting Power 0 | |||||
| 9. | Sole Dispositive Power 1,622,887 | |||||
| 10. | Shared Dispositive Power 0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,622,887 | |||||
| 12. | Check if the Aggregate Amount in Row | |||||
| 13. | Percent of Class Represented by Amount 4.7% | |||||
| 14. | Type of Reporting Person (See OO | |||||
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Page 3 of 12 – SEC Filing
| CUSIP No. 125141101 | Page 3 of 12 |
| 1. | Name of LKCM Micro-Cap Partnership, L.P. | |||||
| 2. | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3. | SEC Use Only | |||||
| 4. | Source of Funds (See Instructions) WC | |||||
| 5. | Check if Disclosure of Legal | |||||
| 6. | Citizenship or Place of Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 51,939 | ||||
| 8. | Shared Voting Power 0 | |||||
| 9. | Sole Dispositive Power 51,939 | |||||
| 10. | Shared Dispositive Power 0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 51,939 | |||||
| 12. | Check if the Aggregate Amount in Row | |||||
| 13. | Percent of Class Represented by Amount 0.1% | |||||
| 14. | Type of Reporting Person (See PN | |||||
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Page 4 of 12 – SEC Filing
| CUSIP No. 125141101 | Page 4 of 12 |
| 1. | Name of LKCM Core Discipline, L.P. | |||||
| 2. | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3. | SEC Use Only | |||||
| 4. | Source of Funds (See Instructions) WC | |||||
| 5. | Check if Disclosure of Legal | |||||
| 6. | Citizenship or Place of Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 19,363 | ||||
| 8. | Shared Voting Power 0 | |||||
| 9. | Sole Dispositive Power 19,363 | |||||
| 10. | Shared Dispositive Power 0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 19,363 | |||||
| 12. | Check if the Aggregate Amount in Row | |||||
| 13. | Percent of Class Represented by Amount 0.1% | |||||
| 14. | Type of Reporting Person (See PN | |||||
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Page 5 of 12 – SEC Filing
| CUSIP No. 125141101 | Page 5 of 12 |
| 1. | Name of LKCM Investment Partnership, L.P. | |||||
| 2. | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3. | SEC Use Only | |||||
| 4. | Source of Funds (See Instructions) WC | |||||
| 5. | Check if Disclosure of Legal | |||||
| 6. | Citizenship or Place of Texas | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | ||||
| 8. | Shared Voting Power 0 | |||||
| 9. | Sole Dispositive Power 0 | |||||
| 10. | Shared Dispositive Power 0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 | |||||
| 12. | Check if the Aggregate Amount in Row | |||||
| 13. | Percent of Class Represented by Amount 0% | |||||
| 14. | Type of Reporting Person (See PN | |||||
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Page 6 of 12 – SEC Filing
| CUSIP No. 125141101 | Page 6 of 12 |
| 1. | Name of LKCM Investment Partnership II, L.P. | |||||
| 2. | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3. | SEC Use Only | |||||
| 4. | Source of Funds (See Instructions) WC | |||||
| 5. | Check if Disclosure of Legal | |||||
| 6. | Citizenship or Place of Texas | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 0 | ||||
| 8. | Shared Voting Power 0 | |||||
| 9. | Sole Dispositive Power 0 | |||||
| 10. | Shared Dispositive Power 0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 0 | |||||
| 12. | Check if the Aggregate Amount in Row | |||||
| 13. | Percent of Class Represented by Amount 0% | |||||
| 14. | Type of Reporting Person (See PN | |||||
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Page 7 of 12 – SEC Filing
| CUSIP No. 125141101 | Page 7 of 12 |
| 1. | Name of Luther King Capital Management Corporation | |||||
| 2. | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3. | SEC Use Only | |||||
| 4. | Source of Funds (See Instructions) N/A | |||||
| 5. | Check if Disclosure of Legal | |||||
| 6. | Citizenship or Place of Delaware | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 1,695,989 | ||||
| 8. | Shared Voting Power 0 | |||||
| 9. | Sole Dispositive Power 1,695,989 | |||||
| 10. | Shared Dispositive Power 0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,695,989 | |||||
| 12. | Check if the Aggregate Amount in Row | |||||
| 13. | Percent of Class Represented by Amount 4.9% | |||||
| 14. | Type of Reporting Person (See IA, CO | |||||
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Page 8 of 12 – SEC Filing
| CUSIP No. 125141101 | Page 8 of 12 |
| 1. | Name of J. Luther King, Jr. | |||||
| 2. | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3. | SEC Use Only | |||||
| 4. | Source of Funds (See Instructions) PF | |||||
| 5. | Check if Disclosure of Legal | |||||
| 6. | Citizenship or Place of United States | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 1,701,689 | ||||
| 8. | Shared Voting Power 0 | |||||
| 9. | Sole Dispositive Power 1,701,689 | |||||
| 10. | Shared Dispositive Power 0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,701,689 | |||||
| 12. | Check if the Aggregate Amount in Row | |||||
| 13. | Percent of Class Represented by Amount 4.9% | |||||
| 14. | Type of Reporting Person (See IN | |||||
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Page 9 of 12 – SEC Filing
| CUSIP No. 125141101 | Page 9 of 12 |
| 1. | Name of J. Bryan King | |||||
| 2. | Check the Appropriate Box if a Member (a) ☐ (b) ☒ | |||||
| 3. | SEC Use Only | |||||
| 4. | Source of Funds (See Instructions) N/A | |||||
| 5. | Check if Disclosure of Legal | |||||
| 6. | Citizenship or Place of United States | |||||
| Number of Shares Beneficially Owned by Each Reporting Person With | 7. | Sole Voting Power 1,694,189 | ||||
| 8. | Shared Voting Power 0 | |||||
| 9. | Sole Dispositive Power 1,694,189 | |||||
| 10. | Shared Dispositive Power 0 | |||||
| 11. | Aggregate Amount Beneficially Owned by Each Reporting Person 1,694,189 | |||||
| 12. | Check if the Aggregate Amount in Row | |||||
| 13. | Percent of Class Represented by Amount 4.9% | |||||
| 14. | Type of Reporting Person (See IN | |||||
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Page 10 of 12 – SEC Filing
This Amendment No. 1 to Schedule 13D amends and supplements the Schedule 13D filed by the Reporting Persons
with respect to the Common Stock, par value $0.01 per share (Common Stock), of CECO Environmental Corp., a Delaware corporation (the Issuer). Except as set forth below, all previous Items remain unchanged. Capitalized terms
used herein but not defined herein shall have the meanings given to them in the Schedule 13D, as amended, filed with the Securities and Exchange Commission. Each of the Reporting Persons hereby expressly disclaims membership in a group
under the Securities Exchange Act of 1934 with respect to the securities reported herein, and this Schedule 13D shall not be deemed to be an admission that any such Reporting Person is a member of such a group. Each of the Reporting Persons hereby
expressly disclaims beneficial ownership of the securities reported herein, other than to the extent of its pecuniary interest therein, and this Schedule 13D shall not be deemed to be an admission that any such Reporting Person is the beneficial
owner of the securities reported herein for purposes of the Securities Exchange Act of 1934 or for any other purpose.
Item 3. Source and
Amount of Funds or Other Consideration
Item 3 is hereby supplemented as follows:
PDP acquired additional 110,000 shares of Common Stock in open market transactions for an aggregate purchase price of approximately $1,034,000 using working
capital.
Item 5. Interest in Securities of the Issuer
Item 5 is hereby amended and restated as follows:
(a) As of October 13, 2017, the Reporting Persons may be deemed to beneficially own 1,701,689 shares of Common Stock (which represents approximately 4.9%
of the outstanding Common Stock based upon information contained in the Issuers Form 10-Q for the period ended June 30, 2017).
| (b) |
| Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | |||||||||||||
| PDP | 1,622,887 | 0 | 1,622,887 | 0 | ||||||||||||
| Micro | 51,939 | 0 | 51,939 | 0 | ||||||||||||
| Core | 19,363 | 0 | 19,363 | 0 | ||||||||||||
| LIP | 0 | 0 | 0 | 0 | ||||||||||||
| LIP2 | 0 | 0 | 0 | 0 | ||||||||||||
| LKCM | 1,695,989 | 0 | 1,695,989 | 0 | ||||||||||||
| J. Luther King, Jr. | 1,701,689 | 0 | 1,701,689 | 0 | ||||||||||||
| J. Bryan King | 1,694,189 | 0 | 1,694,189 | 0 | ||||||||||||
(c) During the past sixty days, the Reporting Persons sold the following shares of Common Stock in open market transactions.
| Date | Reporting Person | Shares Sold | Price | |||||||||
| 8/29/2017 | LIP2 | 1,210 | $ | 7.1999 | ||||||||
| 9/20/2017 | LIP | 10,230 | $ | 8.1291 | ||||||||
| 9/25/2017 | LIP | 20,000 | $ | 8.4565 | ||||||||
(d) Not applicable.
(e) As of
October 13, 2017, the Reporting Persons no longer are the beneficial owners of five percent of the outstanding Common Stock.
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Page 11 of 12 – SEC Filing
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: October 17, 2017
| LKCM Private Discipline Master Fund, SPC | ||
| By: | LKCM Private Discipline Management, L.P., sole holder of its management shares | |
| By: | LKCM Alternative Management, LLC, its general partner | |
| By: | /s/ J. Bryan King | |
| J. Bryan King, President | ||
| LKCM Micro-Cap Partnership, L.P. | ||
| By: | LKCM Micro-Cap Management, L.P., its general partner | |
| By: | LKCM Alternative Management, LLC, its general partner | |
| By: | /s/ J. Bryan King | |
| J. Bryan King, President | ||
| LKCM Core Discipline, L.P. | ||
| By: | LKCM Core Discipline Management, L.P., its general partner | |
| By: | LKCM Alternative Management, LLC, its general partner | |
| By: | /s/ J. Bryan King | |
| J. Bryan King, President | ||
| LKCM Investment Partnership, L.P. | ||
| By: | LKCM Investment Partnership GP, LLC, its general partner | |
| By: | /s/ J. Luther King, Jr. | |
| J. Luther King, Jr. | ||
| LKCM Investment Partnership II, L.P. | ||
| By: | LKCM Investment Partnership GP, LLC, its general partner | |
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Page 12 of 12 – SEC Filing
| By: | /s/ J. Luther King, Jr. | |||||
| J. Luther King, Jr. | ||||||
| Luther King Capital Management Corporation | ||||||
| By: | /s/ J. Bryan King | |||||
| J. Bryan King, Principal and Vice President | ||||||
| /s/ J. Bryan King | ||||||
| J. Bryan King | ||||||
| /s/ J. Luther King, Jr. | ||||||
| J. Luther King, Jr. | ||||||
