SC 13D 1 d70564_sc13d.txt SCHEDULE 13D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under The Securities Exchange Act of 1934 (Amendment No. ______)* METHODE ELECTRONICS, INC. (Name of Issuer) Class B Common Stock, $.50 par value (Title of Class of Securities) 59152010 (CUSIP Number) Jane R. McGinley, as Executor of the Estate of William J. McGinley c/o Louis S. Harrison Lord, Bissell & Brook 115 South LaSalle (312) 443-0700 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) February 6, 2001 (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 ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ] Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. Seess.240.13d-7 for other parties to whom copies are to be sent. * 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 disclosures provided in a prior cover page. 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). CUSIP No. 59152010 ------------------------------------------------------------------------------- 1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only). Jane R. McGinley, as Executor of the Estate of William J. McGinley ------------------------------------------------------------------------------- 2. Check the Appropriate Box if a Member of a Group (See Instructions) (a) (b) X ------------------------------------------------------------------------------- 3. SEC Use Only ------------------------------------------------------------------------------- 4. Source of Funds (See Instructions) OO ------------------------------------------------------------------------------- 5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e) ------------------------------------------------------------------------------- 6. Citizenship or Place of Organization USA ------------------------------------------------------------------------------- 7. Sole Voting Power 880,901 Number of ------------------------------------------------------------- Shares Beneficially 8. Shared Voting Power 0 Owned by Each ------------------------------------------------------------- Reporting Person 9. Sole Dispositive Power 880,901 With ------------------------------------------------------------- 10. Shared Dispositive Power 0 ------------------------------------------------------------------------------- 11. Aggregate Amount Beneficially Owned by Each Reporting Person 880,901 ------------------------------------------------------------------------------- 12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions). X ------------------------------------------------------------------------------- 13. Percent of Class Represented by Amount in Row (11) 78.5 ------------------------------------------------------------------------------- 14. Type of Reporting Person (See Instructions) IN ------------------------------------------------------------------------------- Item 1. Security and Issuer. This statement relates to beneficial ownership of shares of Class B Common Stock, $.50 par value (the "Common Stock") of Methode Electronics, Inc., a Delaware corporation (the "Issuer"). The address of the principal executive offices of the issuer is 7401 West Wilson Avenue, Chicago, Illinois 60706. Item 2. Identity and Background. This statement is being filed by Jane R. McGinley (the "Executor"), as Executor of the Estate of William J. McGinley (the "Estate"). The Executor's address, as Executor of the Estate, is Jane R. McGinley, as Executor of the Estate of William J. McGinley, c/o Louis S. Harrison, Lord, Bissell & Brook, 115 South LaSalle, Chicago, IL 60603. The Executor is not presently employed, other than in her role as Executor of the Estate. The Executor is a citizen of the United States of America. The Executor has not, during the last five years, been convicted in any criminal proceeding, excluding traffic violations or similar misdemeanors. Furthermore, the Executor has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which she was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Item 3. Source and Amount of Funds or Other Consideration. No funds of, or other consideration from, the Estate was used or is to be used in making any purchases of Common Stock. The Estate acquired the Common Stock as a result of the death of William J. McGinley. Item 4. Purpose of Transaction. The Estate acquired the Common Stock as a result of the death of William J. McGinley. It is not anticipated that a disposition of the Common Stock will be necessary to pay estate taxes or other creditors of the Estate. The Estate intends to dispose of its entire interest in the Common Stock according to the terms of the Will of William J. McGinley, under which the Estate is required to distribute all of the Common Stock to the William J. McGinley Trust. Other than as set forth above, the Estate currently has no plans or proposals which relate to or would result in: (a) the acquisition by any person of additional securities of the Issuer, 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 its subsidiaries; (c) a sale or transfer of a material amount of assets of the Issuer or any of its subsidiaries; (d) any change in the present board of directors or management of the Issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) any material change in the present capitalization or dividend policy of the Issuer; (f) any other material change in the Issuer's business or corporate structure; (g) changes in the Issuer's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Issuer by any person; (h) causing a class of securities of the Issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted on an inter-dealer quotation system of a registered national securities association; (i) a class of equity securities of the Issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of The Securities Exchange Act of 1934 (the "Act"); or (j) any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer. The Executor is the beneficial owner of 880,901 shares (or approximately 78.5%) of the issued and outstanding Common Stock. As Executor of the Estate, the Executor has sole power to vote and to dispose of the Estate's shares. The Executor has not effected any transactions in the Common Stock in the past sixty days. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. In connection with the spin-off of Stratos Lightwave, Inc. by the Issuer, the Estate made representations to the Internal Revenue Service on February 23, 2001 that it did not have any plan or intention to sell any shares of the Issuer's Class A or Class B common stock until and including the date of the distribution by the Issuer of its Stratos Lightwave, Inc. common stock to the Issuer's shareholders. Except with respect to the foregoing, there are no contracts, arrangements, understandings or relationships (legal or otherwise) among the person named in Item 2 and between such person and any person with respect to any securities of the Issuer, including but not limited to transfer or voting of any of the securities, finder's fees, joint ventures, loan or option arrangements, puts or calls, guarantees or profits, division of profits or loss, or the giving or withholding of proxies. 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. DATE: August 6, 2001. /s/ Jane R. McGinley -------------------------------------------- Jane R. McGinley, as Executor of the Estate of William J. McGinley