CUSIP No. 419596-20-0
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Page 2 of 11 Pages
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1
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NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
H5, L.P.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ
(b) ¨ |
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Georgia
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH:
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
534,823 Shares of Class A Common Stock
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9
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SOLE DISPOSITIVE POWER
0
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10
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SHARED DISPOSITIVE POWER
534,823 Shares of Class A Common Stock
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
534,823 Shares of Class A Common Stock
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES þ
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
25.7%
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14
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TYPE OF REPORTING PERSON
PN
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CUSIP No. 419596-20-0
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Page 3 of 11 Pages
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1
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NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Pine Hill Associates, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ
(b) ¨ |
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS
OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Georgia
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH:
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7
|
SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
534,823 Shares of Class A Common Stock
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|||
9
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SOLE DISPOSITIVE POWER
0
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|||
10
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SHARED DISPOSITIVE POWER
534,823 Shares of Class A Common Stock
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
534,823 Shares of Class A Common Stock
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES þ
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
25.7%
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14
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TYPE OF REPORTING PERSON
CO
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CUSIP No. 419596-20-0
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Page 4 of 11 Pages
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1
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NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON J. Rawson Haverty, Jr.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ
(b) ¨ |
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH:
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7
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SOLE VOTING POWER
170,348 Shares of Class A Common Stock
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8
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SHARED VOTING POWER
551,847 Shares of Class A Common Stock
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9
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SOLE DISPOSITIVE POWER
82,331 Shares of Class A Common Stock
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10
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SHARED DISPOSITIVE POWER
639,864 Shares of Class A Common Stock
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
722,195 Shares of Class A Common Stock
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12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES þ
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
34.7%
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14
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TYPE OF REPORTING PERSON
IN
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CUSIP No. 419596-20-0
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Page 5 of 11 Pages
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1
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NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 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
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ
(b) ¨ |
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH:
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7
|
SOLE VOTING POWER
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8
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SHARED VOTING POWER
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|||
9
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SOLE DISPOSITIVE POWER
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|||
10
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SHARED DISPOSITIVE POWER
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|||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES þ
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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14
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TYPE OF REPORTING PERSON
OO
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CUSIP No. 419596-20-0
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Page 6 of 11 Pages
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1
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NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 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
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ
(b) ¨ |
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH:
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7
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SOLE VOTING POWER
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8
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SHARED VOTING POWER
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|||
9
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SOLE DISPOSITIVE POWER
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|||
10
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SHARED DISPOSITIVE POWER
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|||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES þ
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13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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14
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TYPE OF REPORTING PERSON
OO
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CUSIP No. 419596-20-0
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Page 7 of 11 Pages
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NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Magaret Munnerly Haverty Revocable Trust Dated
August 15, 2007 as Amended and Restated on December 17, 2012
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) þ
(b) ¨ |
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3
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SEC USE ONLY
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4
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SOURCE OF FUNDS OO
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) o
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6
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON WITH:
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7
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SOLE VOTING POWER
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||
8
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SHARED VOTING POWER
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|||
9
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SOLE DISPOSITIVE POWER
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|||
10
|
SHARED DISPOSITIVE POWER
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|||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES þ
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|||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
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14
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TYPE OF REPORTING PERSON
OO
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CUSIP No. 419596-20-0
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Page 8 of 11 Pages
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(a) | The Reporting Persons beneficially own an aggregate 722,195 shares or 34.7% 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 March 31, 2015, which reported that 2,080,605 shares of Class A Common Stock were outstanding as of April 30, 2015. |
(b) | The Partnership beneficially owns 534,823 shares or 25.7% 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
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Page 9 of 11 Pages
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(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. |
CUSIP No. 419596-20-0
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Page 10 of 11 Pages
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Date: June 29, 2015
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H5, LP
By: Pine Hill Associates, LLC, its General Partner
Its Managing 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 Haverty, Jr.
J. Rawson Haverty, Jr.
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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
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CUSIP No. 419596-20-0
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13D
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Page 11 of 11 Pages
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By: /s/ Ben M. Haverty
Ben M. Haverty
Trustee
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
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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
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CUSIP No. 419596-20-0
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13D
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1.
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H5, L.P.
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2.
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J. Rawson Haverty, Jr.
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Transaction Date
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Nature of Transaction (Acquisition/Disposition)
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Number of Shares
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Price Per Share
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Where and How Transaction Effected
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2/12/2015
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Acquisition
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665
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N/A
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By will or the laws of
descent and distribution
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6/12/2015
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Disposition
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3,616
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N/A
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Conversion1
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3.
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Marital Trust
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4.
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Marital Trust B
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5.
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MMH Trust
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6.
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Frank S. McGaughey III
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7.
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Ridge Partners, L.P.
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8.
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Richard N. McGaughey
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9.
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Clarence H. Smith
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CUSIP No. 419596-20-0
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13D
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Transaction Date
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Nature of Transaction (Acquisition/Disposition)
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Number of Shares
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Price Per Share
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Where and How Transaction Effected
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2/12/2015
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Acquisition
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666
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N/A
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By will or the laws of descent and distribution
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5/28/2015
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Acquisition
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21,400
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N/A
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Conversion2
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10.
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Villa Clare Partners, L.P.
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