(Name of Issuer)
|
CUSIP No. 419596-20-0
|
13D
|
Page 2 of 11 Pages
|
1
|
NAME OF REPORTING PERSONS: H5, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
(b) [ ]
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |
[ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Georgia |
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH:
|
7
|
SOLE VOTING POWER
|
||
8
|
SHARED VOTING POWER
534,823 Shares of Class A Common Stock
|
|||
9
|
SOLE DISPOSITIVE POWER
|
|||
10
|
SHARED DISPOSITIVE POWER
534,823 Shares of Class A Common Stock
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
534,823 Shares of Class A Common Stock
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES |
[X]
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.9%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 419596-20-0
|
13D
|
Page 3 of 11 Pages
|
1
|
NAME OF REPORTING PERSONS: Pine Hill Associates, LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
(b) [ ]
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |
[ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Georgia |
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH:
|
7
|
SOLE VOTING POWER
|
||
8
|
SHARED VOTING POWER
534,823 Shares of Class A Common Stock
|
|||
9
|
SOLE DISPOSITIVE POWER
|
|||
10
|
SHARED DISPOSITIVE POWER
534,823 Shares of Class A Common Stock
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
534,823 Shares of Class A Common Stock
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES |
[X]
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
24.9%
|
|||
14
|
TYPE OF REPORTING PERSON
CO
|
CUSIP No. 419596-20-0
|
13D
|
Page 4 of 11 Pages
|
1
|
NAME OF REPORTING PERSONS: J. Rawson Haverty, Jr.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
(b) [ ]
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |
[ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH:
|
7
|
SOLE VOTING POWER
173,299 Shares of Class A Common Stock
|
||
8
|
SHARED VOTING POWER
551,847 Shares of Class A Common Stock
|
|||
9
|
SOLE DISPOSITIVE POWER
85,282 Shares of Class A Common Stock
|
|||
10
|
SHARED DISPOSITIVE POWER
639,864 Shares of Class A Common Stock
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
725,146 Shares of Class A Common Stock
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES |
[X]
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
33.8%
|
|||
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 419596-20-0
|
13D
|
Page 5 of 11 Pages
|
1
|
NAME OF REPORTING PERSONS: Trust Created Under Item VI of the Last Will and Testament of Rawson Haverty Dated July 21, 2003, a/k/a Marital Trust u/w July 21, 2003
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
(b) [ ]
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |
[ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH:
|
7
|
SOLE VOTING POWER
|
||
8
|
SHARED VOTING POWER
|
|||
9
|
SOLE DISPOSITIVE POWER
|
|||
10
|
SHARED DISPOSITIVE POWER
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES |
[X]
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|||
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 419596-20-0
|
13D
|
Page 6 of 11 Pages
|
1
|
NAME OF REPORTING PERSONS: Marital Trust B Dated October 31, 2012 Created by the Trustees of the Trust Created Under Item VI of the Last Will and Testament of Rawson Haverty Dated July 21, 2003
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
(b) [ ]
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |
[ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH:
|
7
|
SOLE VOTING POWER
|
||
8
|
SHARED VOTING POWER
|
|||
9
|
SOLE DISPOSITIVE POWER
|
|||
10
|
SHARED DISPOSITIVE POWER
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES |
[X]
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|||
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 419596-20-0
|
13D
|
Page 7 of 11 Pages
|
1
|
NAME OF REPORTING PERSONS: Margaret Munnerlyn Haverty Revocable Trust Dated August 15, 2007 as Amended and Restated on December 17, 2012
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [X]
(b) [ ]
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e) |
[ ]
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH REPORTING
PERSON WITH:
|
7
|
SOLE VOTING POWER
|
||
8
|
SHARED VOTING POWER
|
|||
9
|
SOLE DISPOSITIVE POWER
|
|||
10
|
SHARED DISPOSITIVE POWER
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)
EXCLUDES CERTAIN SHARES |
[X]
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
|
|||
14
|
TYPE OF REPORTING PERSON
OO
|
CUSIP No. 419596-20-0
|
13D
|
Page 8 of 11 Pages
|
(a) | The Reporting Persons beneficially own an aggregate 725,146 shares or 33.8% of the Class A Common Stock of the Company. For further information, see the cover pages hereto which are hereby incorporated by reference. All percentages of outstanding Class A Common Stock are calculated based on information included in the Form 10-Q filed by the Company for the period ended September 30, 2014, which reported that 2,148,000 shares of Class A Common Stock were outstanding as of October 31, 2014. |
(b) | The Partnership beneficially owns 534,823 shares or 24.9% of the Class A Common Stock of the Company. The LLC is the general partner of the Partnership and holds shared voting and dispositive power with the Partnership with respect to the shares owned by the Partnership. |
CUSIP No. 419596-20-0
|
13D
|
Page 9 of 11 Pages
|
(c) | Except as set forth on Schedule 1 hereto and as described above, no other recent transactions in Class A Common Stock were effected by the Reporting Persons, or, to the best of the knowledge of the Reporting Persons, by any of the other persons named in response to Item 2, if any. |
(d) | Not applicable. |
(e) | Not applicable. |
CUSIP No. 419596-20-0
|
13D
|
Page 10 of 11 Pages
|
January 13, 2015
|
H5, L.P.
|
||
By:
|
Pine Hill Associates, LLC, its General Partner
|
||
By:
|
/s/ J. Rawson Haverty, Jr. | ||
J. Rawson Haverty, Jr.
Manager of Pine Hill Associates, LLC |
PINE HILL ASSOCIATES, LLC
|
||
By:
|
/s/ J. Rawson Haverty, Jr. | |
J. Rawson Haverty, Jr.
Manager |
J. RAWSON HAVERTY, JR.
|
||
By:
|
/s/ J. Rawson Harverty, Jr. | |
J. Rawson Haverty, Jr.
|
TRUST CREATED UNDER ITEM VI OF THE LAST WILL AND TESTAMENT OF RAWSON HAVERTY DATED JULY 21, 2003
|
||
By:
|
/s/ J. Rawson Haverty, Jr. | |
J. Rawson Haverty, Jr.
Trustee |
||
By:
|
/s/ Jane M. Haverty | |
Jane M. Haverty
Trustee |
||
By:
|
/s/ Ben M. Haverty | |
Ben M. Haverty
Trustee |
CUSIP No. 419596-20-0
|
13D
|
Page 11 of 11 Pages
|
MARITAL TRUST B DATED OCTOBER 31, 2012
|
||
By:
|
/s/ J. Rawson Haverty, Jr. | |
J. Rawson Haverty, Jr.
Trustee |
||
By:
|
/s/ Jane M. Haverty | |
Jane M. Haverty
Trustee |
||
By:
|
/s/ Ben M. Haverty | |
Ben M. Haverty
Trustee |
MARGARET MUNNERLYN HAVERTY REVOCABLE TRUST DATED AUGUST 15, 2007 AS AMENDED AND RESTATED ON DECEMBER 17, 2012
|
||
By:
|
/s/ J. Rawson Haverty, Jr. | |
J. Rawson Haverty, Jr.
Trustee |
||
By:
|
/s/ Jane M. Haverty | |
Jane M. Haverty
Trustee |
||
By:
|
/s/ Ben M. Haverty | |
Ben M. Haverty
Trustee |
1.
|
H5, L.P.
|
Transaction Date
|
Nature of Transaction (Acquisition/Disposition)
|
Number of Shares
|
Price Per Share
|
Where and How Transaction Effected
|
5/9/2014
|
Disposition
|
10,000
|
N/A
|
Conversion1
|
11/25/2014
|
Disposition
|
11,000
|
N/A
|
Conversion2
|
12/12/2014
|
Disposition
|
40,000
|
N/A
|
Conversion3
|
2.
|
J. Rawson Haverty, Jr.
|
Transaction Date
|
Nature of Transaction (Acquisition/Disposition)
|
Number of Shares
|
Price Per Share
|
Where and How Transaction Effected
|
5/9/2014
|
Disposition
|
7,500
|
N/A
|
Conversion4
|
3.
|
Marital Trust
|
4.
|
Marital Trust B
|
5.
|
MMH Trust
|
6.
|
Frank S. McGaughey III
|
7.
|
Ridge Partners, L.P.
|
8.
|
Richard N. McGaughey
|
Transaction Date
|
Nature of Transaction
(Acquisition/Disposition)
|
Number of Shares
|
Price Per Share
|
Where and How Transaction Effected
|
01/13/2014
|
Disposition
|
5,000
|
N/A
|
Conversion5
|
9.
|
Clarence H. Smith
|
10.
|
Villa Clare Partners, L.P.
|