CUSIP NO. 71903M 10 0 Page 1 of 8
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Amendment No. 7)*
Under the Securities Exchange Act of 1934
PHOENIX FOOTWEAR GROUP, INC.
(formerly DANIEL GREEN COMPANY)
(Name of Issuer)
Common Stock
(Title of Class Securities)
71903M 10 0
(CUSIP Number)
James R. Riedman, President
Riedman Corporation
1080 Pittsford-Victor Road, Suite 301
Pittsford, New York 14534
(585) 586-7833
(Name, Address and Telephone Number of Person
Authorized to receive Notices and Communications)
May 20, 2002
(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 which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box / /.
Note. Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) 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 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 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.71903M 10 0 Page 2 of 8
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Riedman Corporation
16-0807638
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(See Instructions)
(a) [X]
(b) [_]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS
WC
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF 316,355 (includes currently exercisable options to purchase
125,000 shares of Common Stock)
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
0
OWNED BY
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 316,355 (See Item 7 above)
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
0
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
316,355 (See Item 7 above)
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions) [_]
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
15.2%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON(See Instructions)
CO
CUSIP No.71903M 10 0 Page 3 of 8
________________________________________________________________________________
1 NAME OF REPORTING PERSONS
S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
James R. Riedman
078-52-5116
________________________________________________________________________________
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP(See Instructions)
(a) [X]
(b) [_]
________________________________________________________________________________
3 SEC USE ONLY
________________________________________________________________________________
4 SOURCE OF FUNDS
PF
________________________________________________________________________________
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [_]
________________________________________________________________________________
6 CITIZENSHIP OR PLACE OF ORGANIZATION
New York
________________________________________________________________________________
7 SOLE VOTING POWER
NUMBER OF 619,853 (includes currently exercisable options to purchase
80,449 shares)
SHARES _________________________________________________________________
8 SHARED VOTING POWER
BENEFICIALLY
751,617 Beneficial Ownership Disclaimed (includes currently
OWNED BY exercisable options to purchase 125,000 shares)
_________________________________________________________________
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 619,853 (see 7 above)
PERSON _________________________________________________________________
10 SHARED DISPOSITIVE POWER
WITH
751,617 (see 8 above)
________________________________________________________________________________
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
619,853 (see 7 above)
________________________________________________________________________________
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
(See Instructions) [X] 751,617 shares as to which
Beneficial Ownership is
Disclaimed
________________________________________________________________________________
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
28.4%
________________________________________________________________________________
14 TYPE OF REPORTING PERSON(See Instructions)
IN
CUSIP No.71903M 10 0 Page 4 of 8
Item 1. Security and Issuer.
This Schedule relates to shares of the Common Stock, par value $.01 per
share ("Common Stock") of Phoenix Footwear Group, Inc. (the "Issuer"). The
Issuer's principal executive office is located at 450 North Main Street, Old
Town, Maine 04468.
Item 2. Identity and Background.
This statement is submitted by Riedman Corporation, a corporation organized
under the laws of the State of New York. Riedman Corporation is a holding
company whose principal business until January 2001 was insurance brokerage. Its
principal business and office address is 45 East Avenue, Rochester, New York
14604. Riedman Corporation has not, during the last five years, been convicted
in a criminal proceeding and 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 it is or was 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.
Listed below are the names, business addresses and occupational information
for: (a) each executive officer and director of Riedman Corporation, (b) each
person controlling Riedman Corporation, and (c) each executive officer and
director of any corporation or other person ultimately in control of Riedman
Corporation. To the best of the knowledge of Riedman Corporation, each of the
following individuals has not, during the last five years, been convicted in a
criminal proceeding and 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 it is or was 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.
John R. Riedman
45 East Avenue
Rochester, New York 14604
Chairman, Chief Executive Officer, Treasurer, Director and Controlling
Person of Riedman Corporation, whose principal business and address is
set forth above.
James R. Riedman
1080 Pittsford-Victor Road, Suite 301
Pittsford, New York 14534
President and Director of Riedman Corporation and Chairman and CEO of
Issuer, whose principal business and address is set forth above.
CUSIP No.71903M 10 0 Page 5 of 8
Janet H. Ruff
45 East Avenue
Rochester, New York 14604
Secretary and Director of Riedman Corporation, whose principal business
and address is set forth above.
This statement is also submitted by James R. Riedman, the required
information for whom is set forth above.
The Retirement Committee of the Daniel Green Company Retirement Savings
Partnership Plan (see Item 3) is composed of two of the directors of the Issuer,
including James R. Riedman. The Plan filed an Amendment No. 2 to its Schedule
13G dated July 16, 2001.
Item 3. Source and Amount of Funds or Other Consideration
This Amendment No. Seven to Schedule 13D is filed to reflect the following
transaction:
1. The purchase by James R. Riedman and his wife, Karen Riedman, of 100
shares of Phoenix Footwear Group, Inc. common stock in connection with the
opening of trading in that stock on the American Stock Exchange on May 20, 2002.
Mr. Riedman is an officer, director and shareholder of Riedman Corporation,
the beneficial owner of 316,355 shares. He is also a member of the Retirement
Committee of the Daniel Green Company Retirement Savings Partnership Plan which
owns 435,262 shares.
Item 4. Purpose of the Transaction
The purpose of the transaction was to acquire Common Stock for investment.
Item 5. Interest in Securities of the Issuer
(a) Riedman Corporation beneficially owns 316,355 shares of Common Stock
(which includes the currently exercisable Options to purchase 125,000 shares of
Common Stock), representing 15.2% of the issued and outstanding shares of Common
Stock. James R. Riedman beneficially owns 619,853 shares of Common Stock,
representing 28.4% of the issued and outstanding shares of Common Stock (and
disclaims beneficial ownership of 38,270 of those shares owned directly or
indirectly (through CE Capital, LLC) by his minor children who reside with him).
The Daniel Green Company Retirement Savings Partnership Plan owns 435,262 shares
of Common Stock for the benefit of participants in the Plan, being eligible
employees of the Issuer (see (b) following).
CUSIP No.71903M 10 0 Page 6 of 8
(b) Riedman Corporation has the sole power to vote and sole power to
dispose of 316,355 shares of Common Stock, and James R. Riedman has the sole
power to vote and sole power to dispose of 619,853 shares of Common Stock. James
R. Riedman, as a director of Riedman Corporation shares the power to vote and to
dispose of the 316,355 shares beneficially owned by Riedman Corporation. As a
member of the Retirement Committee of the Daniel Green Company Retirement
Savings Partnership Plan he shares the power to vote and to dispose of the
435,262 shares beneficially owned by the Plan. Mr. Riedman disclaims beneficial
ownership of all shares of Common Stock over which he shares power to vote and
dispose of such shares.
(c) See Item 3 for a description of all transactions in the Common Stock
within the last 60 days.
(d) None.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
None.
Item 7. Material to Be Filed as Exhibits
Exhibit 99-1 - Joint Filing Agreement.
CUSIP No.71903M 10 0 Page 7 of 8
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.
Dated: May 30, 2002
RIEDMAN CORPORATION
By: /s/ James R. Riedman
--------------------------
Name: James R. Riedman
Title: President
/s/ James R. Riedman
--------------------------
James R. Riedman