Sec Form 13G Filing - TIMKEN WILLIAM ROBERT JR filing for TIMKEN CO (TKR) - 2014-02-14

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"
- Peter Lynch
What is insider trading>>
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
SCHEDULE 13G
 
 
Under the Securities Exchange Act of 1934
(Amendment No. 33)*
 
The Timken Company 
(Name of Issuer)
 
Common Stock Without Par Value
(Title of Class of Securities)
 
8873895
(CUSIP Number)
 
Calendar Year 2013
(Date of Event Which Requires Filing of this Statement)
 
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
 
     o  Rule 13d-1(b)
 
     x  Rule 13d-1(c)
 
     o  Rule 13d-1(d)
 
* 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 the disclosures provided in a prior cover page.
 
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.  8873895      
 
      
1 NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
 TIMKEN WILLIAM ROBERT JR
   
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

 (a)   o
 (b)   x
   
3 SEC USE ONLY
  
  
   
4 CITIZENSHIP OR PLACE OF ORGANIZATION
  
 United States of America
    
NUMBER OF SHARES BENEFICIALLY  OWNED BY EACH REPORTING PERSON WITH: 5 SOLE VOTING POWER
  
 125,520
   
6 SHARED VOTING POWER
  
 5,164,630
   
7 SOLE DISPOSITIVE POWER
  
 125,520
   
8 SHARED DISPOSITIVE POWER
  
 5,164,630
   
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
  
 5,290,150
   
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
  
 o
   
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
  
 5.7%
   
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
  
 IN
 
FOOTNOTES
  
 
 
 
 
 
Item 1.

 
(a)
Name of Issuer
 
 
The Timken Company

 
(b)
Address of Issuer’s Principal Executive Offices
 
 
1835 Dueber Avenue, S.W.
Canton, OH 44706

Item 2.

 
(a)
Name of Person Filing
 
 
William Robert Timken, Jr.

 
(b)
Address of Principal Business Office or, if none, Residence
 
 
200 Market Ave N, Ste 210
Canton, OH 44702

 
(c)
Citizenship
 
 
United States of America

 
(d)
Title of Class of Securities
 
 
Common Stock without Par Value

 
(e)
CUSIP Number
 
 
8873895

 
Item 3.
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 
(a)
o
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 
(b)
o
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 
(c)
o
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 
(d)
o
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 
(e)
o
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 
(f)
o
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 
(g)
o
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 
(h)
o
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 
(i)
o
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 
(j)
o
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J).

 
(k)
o
A group, in accordance with § 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:

 
 
 
 
 
Item 4.
Ownership.
 
Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 
(a)
Amount beneficially owned: 5,290,150

 
(b)
Percent of class: 5.7

 
(c)
Number of shares as to which the person has:

 
(i)
Sole power to vote or to direct the vote: 125,520

 
(ii)
Shared power to vote or to direct the vote: 5,164,630

 
(iii)
Sole power to dispose or to direct the disposition of: 125,520

 
(iv)
Shared power to dispose or to direct the disposition of: 5,164,630

Item 5.
Ownership of Five Percent or Less of a Class
 
If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following o .
 
 
 
Item 6.
Ownership of More than Five Percent on Behalf of Another Person.
 
Other persons have the right to receive and, in certain cases, share the right to direct the receipt of the dividends from, and the proceeds from the sale of 5,164,630 shares of the securities identified in this schedule 13G.

5,097,944 shares of the securities identified in this Schedule 13G are held by the Timken Foundation of Canton, which is a private charitable foundation. The four trustees of the Timken Foundation of Canton are Ward J. Timken, Ward J. Timken, Jr., Joy A. Timken, and myself. All of the trustees share the voting and dispositive power with respect to the securities held by the Timken Foundation of Canton.

66,686 shares of the securities identified in this Schedule 13G are held by my wife, or trusts, or foundations other than the Timken Foundation of Canton. I disclaim the beneficial ownership of these securities as well as the securities owned by the Timken Foundation of Canton.
 
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
 
 
 
Item 8.
Identification and Classification of Members of the Group
 
 
 
Item 9.
Notice of Dissolution of Group
 
 
 
 
 
 
 
 
Item 10.
Certification
  
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
 
 

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 14, 2014
By:
/s/  William R. Timken Jr. 
   Name: William R. Timken Jr. 
   Title:   
    
 
Footnotes:

Attention:
Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C. 1001)