Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 11)*
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BUTLER NATIONAL CORP (Name of Issuer) |
Common shares (Title of Class of Securities) |
123720104 (CUSIP Number) |
Butler National One Aero Plaza, New Century, KS, 66031 5139101967 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
01/08/2025 (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 §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.
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).
SCHEDULE 13D
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| CUSIP No. | 123720104 |
| 1 |
Name of reporting person
Daly Joseph Patrick | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
 (b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
PF | ||||||||
| 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
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| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
4,116,500.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.1 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13D
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| CUSIP No. | 123720104 |
| 1 |
Name of reporting person
EssigPR Inc. | ||||||||
| 2 | Check the appropriate box if a member of a Group (See Instructions)
(a)
(b)
| ||||||||
| 3 | SEC use only | ||||||||
| 4 |
Source of funds (See Instructions)
WC | ||||||||
| 5 |
Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)
| ||||||||
| 6 | Citizenship or place of organization
PUERTO RICO
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
4,250,000.00 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
6.3 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
CO |
SCHEDULE 13D
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| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common shares |
| (b) | Name of Issuer:
BUTLER NATIONAL CORP |
| (c) | Address of Issuer's Principal Executive Offices:
ONE AERO PLAZA, NEW CENTURY,
KANSAS
, 66031. |
| Item 2. | Identity and Background |
| (a) | Joseph P. Daly |
| (b) | 497 Circle Freeway, Cincinnati, OH 45246 |
| (c) | Owner, Essig Research Inc. |
| (d) | No |
| (e) | No |
| (f) | USA |
| Item 3. | Source and Amount of Funds or Other Consideration |
Joseph P Daly $1,631,029EssigPR, Inc. 1,962,473 | |
| Item 4. | Purpose of Transaction |
The Reporting Persons purchased the Shares for investment purposes.The Reporting Persons are continuing to review the performance oftheir investment and their investment alternatives. As part of theirongoing review of their investment in the Shares, the Reporting Personsmay explore from time to time a variety of alternatives, including theacquisition of additional securities of the Issuer or the dispositionof securities of the Issuer in the open market or in privately negotiatedtransactions. The Reporting Persons may explore other alternatives withrespect to their investment in the Shares, including but not limited toan extraordinary corporate transaction involving the Issuer, changes inthe present board of directors or management of the Issuer, or changes inthe Issuer's business or corporate structure. Although the foregoingreflects activities presently contemplated by the Reporting Person withrespect to the Issuer, the foregoing is subject to change at any time,and there can be no assurance that the Reporting Persons will take anyof the actions referred to above.Except as set forth in the preceding paragraphs, as of the date hereof,the Reporting Persons do not have any plan or proposal that relates toor would result in:(a) The acquisition by any person of additional securities of theIssuer, or the disposition of securities of the Issuer;(b) An extraordinary corporate transaction, such as a merger,reorganization or liquidation, involving the Issuer or any of itssubsidiaries;(c) A sale or transfer of a material amount of assets of the Issuer orany of its subsidiaries;(d) Any change in the present board of directors or management of theIssuer, including any plans or proposals to change the number or termof directors or to fill any existing vacancies on the board;(e) Any material change in the present capitalization or dividendpolicy of the Issuer;(f) Any other material change in the Issuer's business or corporatestructure;(g) Changes in the Issuer's charter, bylaws or instrumentscorresponding thereto or other actions which may impede the acquisitionof control of the Issuer by any person;(h) Causing a class of securities of the Issuer to be delisted from anational securities exchange or to cease to be authorized to be quotedin an inter-dealer quotation system of a registered national securitiesassociation;(i) A class of equity securities of the Issuer becoming eligible fortermination of registration pursuant to Section 12(g)(4) of the Act; or(j) Any action similar to any of those enumerated above.Notwithstanding the foregoing, the Reporting Persons reserve the rightto effect any such actions as they may deem necessary or appropriate inthe future.The information set forth in Item 3 of this Schedule 13D is herebyincorporated herein by reference. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | Percentage ofNumber Of OutstandingShares Held in the Name of Shares Security (1)Joseph P Daly 4,116,500 6.09%EssigPR Inc. 4,250,000(2) 6.29%-------------------- ---------------TOTAL 8,366,500 12.38%(1) The foregoing percentages assume that the number of Shares of the Issueroutstanding is 67,587,096 as of December 6, 2024, based on shares reported inthe Issuer's 10-Q for the quarter ended October 31, 2024.(2) Shares are held by EssigPR,Inc., a C corporation controlled byJoseph P. Daly |
| (b) | Joseph P. Daly has sole voting and dispositive power over his sharesenumerated in paragraph (a). EssigPR, Inc. has shared voting and dispositivepower over its shares, as enumerated in paragraph (a). |
| (c) | No transactions not reported on Form 4 prior to the date of this Schedule13D/A |
| (d) | Not applicable. |
| (e) | Not applicable. |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
None. | |
| Item 7. | Material to be Filed as Exhibits. |
None. |
| 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.
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