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.
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
Unico American Corporation
(Name of Issuer)
Common Stock
(Title of Class of Securities)
904607108
(CUSIP Number)
September 18, 2019
(Date of Event Which Required Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☐ Rule 13d-1(b)
☒ Rule 13d-1(c)
☐ Rule 13d-1(d)
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).
Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
SCHEDULE 13G
CUSIP No. 904607108
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) William Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 |
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| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ¨ (b) ¨ |
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| 3. | SEC USE ONLY |
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| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION United States |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER | ||
| 6. | SHARED VOTING POWER 265,435 | |||
| 7. | SOLE DISPOSITIVE POWER | |||
| 8. | SHARED DISPOSITIVE POWER 265,435 |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 265,435 |
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| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ¨ |
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| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.00%* |
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| 12. | TYPE OF REPORTING PERSON (see instructions) IN |
* Percentage ownership is based on 5,306,747 shares of Common Stock issued and outstanding as of August 14, 2019, as reported in the Issuer’s Form 10-Q for the fiscal quarter ended June 30, 2019.
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CUSIP No. 904607108
| 1. | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Amy Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 |
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| 2. | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) (a) ¨ (b) ¨ |
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| 3. | SEC USE ONLY |
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| 4. | CITIZENSHIP OR PLACE OF ORGANIZATION United States |
| NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5. | SOLE VOTING POWER | ||
| 6. | SHARED VOTING POWER 265,435 | |||
| 7. | SOLE DISPOSITIVE POWER | |||
| 8. | SHARED DISPOSITIVE POWER 265,435 |
| 9. | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 265,435 |
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| 10. | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (see instructions) ¨ |
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| 11. | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 5.00%* |
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| 12. | TYPE OF REPORTING PERSON (see instructions) IN |
* Percentage ownership is based on 5,306,747 shares of Common Stock issued and outstanding as of August 14, 2019, as reported in the Issuer’s Form 10-Q for the fiscal quarter ended June 30, 2019.
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CUSIP No. 904607108
Item 1.
| (a) |
Name of Issuer Unico American Corporation | |
| (b) |
Address of Issuer’s Principal Executive Offices 26050 Mureau Road Calabasas, California 91302 | |
Item 2.
| (a) |
Name of Person Filing William Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 Amy Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 | |
| (b) |
Address of the Principal Office or, if none, residence 216 Narcissus Ave. Corona del Mar, CA 92625 | |
| (c) |
Citizenship William Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – United States Amy Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – United States | |
| (d) |
Title of Class of Securities Common Stock | |
| (e) |
CUSIP Number 904607108 | |
| 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) | ☐ | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o). | |
| (b) | ☐ | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). | |
| (c) | ☐ | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c). | |
| (d) | ☐ | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). | |
| (e) | ☐ | An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); | |
| (f) | ☐ | An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); | |
| (g) | ☐ | A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G); | |
| (h) | ☐ | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); | |
| (i) | ☐ | 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) | ☐ | Group, in accordance with §240.13d-1(b)(1)(ii)(J). | |
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| 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: | |||
William Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 265,435 shares Amy Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 265,435 shares | ||||
| (b) | Percent of class: 5.00%* | |||
| (c) | Number of shares as to which the person has: | |||
| (i) | Sole power to vote or to direct the vote | |||
William Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 0 shares Amy Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 0 shares | ||||
| (ii) | Shared power to vote or to direct the vote . | |||
William Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 265,435 shares Amy Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 265,435 shares | ||||
| (iii) | Sole power to dispose or to direct the disposition of . | |||
William Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 0 shares Amy Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 0 shares | ||||
| (iv) | Shared power to dispose or to direct the disposition of . | |||
William Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 265,435 shares Amy Roth, as Trustee of the William and Amy Roth Living Trust, dated 4/29/97 – 265,435 shares | ||||
* Percentage ownership is based on 5,306,747 shares of Common Stock issued and outstanding as of August 14, 2019, as reported in the Issuer’s Form 10-Q for the fiscal quarter ended June 30, 2019. Each of the Reporting Persons disclaims beneficial ownership of the shares reported herein except to the extent of its, his, or her pecuniary interest therein.
| 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 ¨.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
Not applicable.
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| 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. |
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.
| Exhibit | Document Description |
| 99.1 | Joint Filing Agreement |
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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.
September 19, 2019
| By: | /s/ William Roth | |
| William Roth, as trustee of the William and Amy Roth Living Trust, dated 4/29/97 | ||
| By: | /s/ Amy Roth | |
| Amy Roth, as trustee of the William and Amy Roth Living Trust, dated 4/29/97 |
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