Filing Details

Accession Number:
0001140361-18-006907
Form Type:
13G Filing
Publication Date:
2018-02-13 13:07:54
Filed By:
Frank Ronald L
Company:
Ecology & Environment Inc (NASDAQ:EEI)
Filing Date:
2018-02-13
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Ronald L. Frank Class A (a), (d) Class B 7.5%
Filing

SCHEDULE 13G/A
(Amendment No. 29)

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULES 13d-1(b) AND (c)
AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b)
 
Ecology and Environment, Inc.
(Name of Issuer)
 
Class A Common Stock
(Class B Common Stock is Convertible into Class A
Common Stock on a one for one basis)
(Title of Class of Securities)

278878 10 3
(CUSIP Number)
 
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.: 278878 10 3
 
1)
Name of Reporting Persons
 
Ronald L. Frank
 
2)
Check the Appropriate Box if a Member of a Group
 
Not Applicable
 
3)
Securities and Exchange Commission use only
 
4)
Citizenship or Place of Organization
 
United States
 
NUMBER OF SHARES BENEFICIALLY OWNED BY REPORTING PERSON WITH:
 
5)
Sole Voting Power
 
 
Class A(a), (d)
Class B(b)
     
 
214,045
187,234
 
6)
Shared Voting Power
 
 
Class A
Class B
     
 
-0-
-0-
 
7)
Sole Dispositive Power
 
 
Class A
Class B
     
 
37,311
-0-
 
8)
Shared Dispositive Power(c)
 
 
Class A(d)
Class B(b)
     
 
187,234
187,234
 
9)
Aggregate Amount Beneficially Owned by Reporting Person:
 
 
Class A(a), (d)
Class B(b)
     
 
224,545
187,234
 
10)
Check box if the aggregate amount in Row 9 excludes certain shares
 
11)
Percent of Class Represented by Amount in Row 9:
 
 
Class A(a), (d)
Class B
     
 
7.5%
14.5%

12)
Type of Reporting Person:
 
Individual
 


(a)          Includes 8,640 shares of Class A Common Stock owned by Mr. Frank’s individual retirement account and 6,265 shares of Class A Common Stock owned by Mr. Frank’s 401(k) plan account.
(b)          Class B Stock is convertible into Class A Stock on a one for one basis.
(c)          Messrs. Gerard J. Neumaier (deceased, 2013), Frank B. Silvestro, Ronald L. Frank, and Gerald A. Strobel entered into a Stockholders’ Agreement dated May 12, 1970, as amended January 24, 2011, which governs the sale of certain shares of Ecology and Environment, Inc. common stock (now classified as Class B Common Stock) owned by them, certain children of those individuals and any such shares subsequently transferred to their spouses and/or children outright or in trust for their benefit upon the demise of a signatory to the Agreement (“Permitted Transferees”).  The Agreement provides that prior to accepting a bona fide offer to purchase some or all of their shares of Class B Common Stock governed by the Agreement, that the selling party must first allow the other signatories to the Agreement (not including any Permitted Transferee) the opportunity to acquire on a pro rata basis, with right of over-allotment, all of such shares covered by the offer on the same terms and conditions proposed by the offer.
(d)          The Filing Person is deemed to be the beneficial owner of securities that may be acquired within 60 days through the exercise of exchange or conversion rights.  The shares of Class A Common Stock issuable upon conversion by any such shareholder are not included in calculating the number of shares or percentage of Class A Common Stock beneficially owned by any other shareholder.
 
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
 
Schedule 13G
 
Under the Securities Exchange Act of 1934
 
Item 1(a):
Name of Issuer:
 
Ecology and Environment, Inc.
 
Item 1(b):
Address of Issuer's Principal Executive Offices:
 
368 Pleasant View Drive, Lancaster, New York
 
Item 2(a):
Name of Person Filing:
 
Ronald L. Frank
 
Item 2(b):
Address of Principal Business Office:
 
368 Pleasant View Drive, Lancaster, New York
 
Item 2(c):
Citizenship:
 
United States
 
Item 2(d):
Title of Class of Securities:
 
Class A Common Stock (Class B Common Stock is convertible into Class A Stock on a one for one basis)
 
Item 2(e):
CUSIP Number:
 
278878 10 3
 
Item 3:
Not Applicable
 
Item 4(a):
Amount Beneficially Owned:
 
 
Class A(a), (d)
Class B(b)
     
 
224,545
187,234
 
Item 4(b):
Percent of Class:(e)
 
 
Class A(a), (d)
Class B
     
 
7.5%
14.5%
 
Item 4(c)(i):
Sole Power to Vote or to direct the vote:
 
 
Class A(a),(d)
Class B(b),(c)
     
 
224,545
187,234
 
Item 4(c)(ii):
Shared Power to Vote or to direct the vote:
 
 
Class A
Class B
     
 
-0-
-0-
 
Item 4(c)(iii):
Sole Power to dispose or to direct the disposition of:
 
 
Class A
Class B
     
 
37,311
-0-
 
Item 4(c)(iv):
Shared Power to dispose or to direct the disposition of:
 
 
Class A(d)
Class B(b)
     
 
187,234
187,234
 
Item 5:
Ownership of Five Percent or Less of a 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:
 
Not Applicable
 

 
(a)          Includes 8,640 shares of Class A Common Stock owned by Mr. Frank’s individual retirement account and 6,265 shares of Class A Common Stock owned by Mr. Frank’s 401(k) plan account.
(b)          Class B Stock is convertible into Class A Stock on a one for one basis.
(c)          Messrs. Gerard J. Neumaier (deceased, 2013), Frank B. Silvestro, Ronald L. Frank, and Gerald A. Strobel entered into a Stockholders’ Agreement dated May 12, 1970, as amended January 24, 2011, which governs the sale of certain shares of Ecology and Environment, Inc. common stock (now classified as Class B Common Stock) owned by them, certain children of those individuals and any such shares subsequently transferred to their spouses and/or children outright or in trust for their benefit upon the demise of a signatory to the Agreement (“Permitted Transferees”).  The Agreement provides that prior to accepting a bona fide offer to purchase some or all of their shares of Class B Common Stock governed by the Agreement, that the selling party must first allow the other signatories to the Agreement (not including any Permitted Transferee) the opportunity to acquire on a pro rata basis, with right of over-allotment, all of such shares covered by the offer on the same terms and conditions proposed by the offer.
(d)          The Filing Person is deemed to be the beneficial owner of securities that may be acquired within 60 days through the exercise of exchange or conversion rights.  The shares of Class A Common Stock issuable upon conversion by any such shareholder are not included in calculating the number of shares or percentage of Class A Common Stock beneficially owned by any other shareholder.
(e)          There are 3,008,829 shares of Class A Common Stock outstanding and 1,292,775 shares of Class B Common Stock outstanding as of December 31, 2017.
 
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:
February 12, 2018
 
Signature:
/s/ Ronald L. Frank
   
Name/Title:
Ronald L. Frank, Executive Vice President, Secretary and Director