UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
Under the Securities Exchange Act of 1934
(Amendment No. 11)
Greif, Inc.
(Name of issuer)
Class B Common Stock, without par value
(Title of class of securities)
397624 20 6
(CUSIP number)
Joseph P. Boeckman, Esq.
Baker & Hostetler LLP
65 East State Street
Suite 2100
Columbus, Ohio 43215
(614) 228-1541
(Name, address and telephone number of person authorized to receive notices and communications)
May 15, 2010
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box ¨.
On May 18, 2010, Virginia D. Ragan, Judith D. Hook, Shannon J. Dempsey, the Nob Hill Trust, the Marquis Trust and the Hyatts Trust (collectively, the “Reporting Persons”) jointly filed Schedule 13D/A (Amendment No. 10) (the “Schedule 13D/A-05/18/10”). Items 5(b)(ii) and 5(c)(ii) of the Schedule 13D/A-05/18/10 are amended and corrected as follows:
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| Item 5. | Interest in Securities of the Issuer. |
| *** | ||
| (b)(ii) | Ms. Hook has the sole power to vote and dispose of 3,140,092 shares of Class B Common Stock. All of these shares are held in various trusts in which Ms. Hook is the sole trustee. | |
| Ms. Hook shares the power to vote and dispose of 2,127,026 shares of Class B Common Stock held in the Nob Hill Trust. Ms. Hook, Ms. Ragan and Ms. Dempsey are co-trustees of this trust and share voting and dispositive powers with respect to the shares. | ||
| *** | ||
| (c)(ii) | Ms. Hook received a distribution of 81,000 shares of Class B Common Stock from the Hyatts Trust on February 25, 2010. Except as described in the preceding sentence or otherwise in this Schedule 13D/A, no transactions in shares of Class B Common Stock were effected during the past 60 days by Ms. Hook. | |
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| Item 7. | Material to be Filed as Exhibits |
| Exhibit | A: Joint Filing Agreement dated May 24, 2010, by and among each of the Reporting Persons. |
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 accurate.
| May 24, 2010 | /s/ Virginia D. Ragan | |
| Virginia D. Ragan |
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 accurate.
| May 24, 2010 | /s/ Judith D. Hook | |
| Judith D. Hook |
[Signatures continued on next page]
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 accurate.
| May 24, 2010 | /s/ Shannon J. Dempsey | |
| Shannon J. Dempsey |
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 accurate.
| May 24, 2010 | MARQUIS TRUST | |
| /s/ Virginia D. Ragan, Trustee | ||
| Virginia D. Ragan, Trustee of the | ||
| Marquis Trust | ||
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 accurate.
| May 24, 2010 | HYATTS TRUST | |
| /s/ Judith D. Hook, Trustee | ||
| Judith D. Hook, Trustee of the | ||
| Hyatts Trust | ||
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 accurate.
| May 24, 2010 | NOB HILL TRUST | |
| /s/ Virginia D. Ragan, Co-Trustee | ||
| Virginia D. Ragan, Co-Trustee of the | ||
| Nob Hill Trust | ||
| /s/ Judith D. Hook, Co-Trustee | ||
| Judith D. Hook, Co-Trustee of the | ||
| Nob Hill Trust | ||
| /s/ Shannon J. Dempsey, Co-Trustee | ||
| Shannon J. Dempsey, Co-Trustee of the | ||
| Nob Hill Trust | ||
EXHIBIT A
JOINT FILING AGREEMENT
This Joint Filing Agreement (this “Agreement”) is made as of May 24, 2010, between Virginia D. Ragan, Judith D. Hook, Shannon J. Dempsey, the Nob Hill Trust, the Marquis Trust and the Hyatts Trust (collectively, the “Joint Filers”).
Background Information
Pursuant to Rule 13d-1(k)(1) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), the Joint Filers desire to satisfy any filing obligation under Section 13(d) of the Exchange Act by a single joint filing.
Statement of Agreement
The Joint Filers hereby acknowledge the accuracy of the foregoing Background Information and hereby agree as follows:
1. The Schedule 13D/A (Amendment No. 11) with respect to the shares of Class B Common Stock, without par value, of Greif, Inc. (to which this Joint Filing Agreement is an exhibit) is filed on behalf of each of the Joint Filers.
2. Each of the Joint Filers is eligible to use Schedule 13D for the filing of information therein contained.
3. Each of the Joint Filers is responsible for the timely filing of Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; provided, however, that each such person is not responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.
| /s/ Virginia D. Ragan |
/s/ Judith D. Hook | |||
| Virginia D. Ragan | Judith D. Hook | |||
| NOB HILL TRUST | ||||
| /s/ Shannon J. Dempsey |
/s/ Virginia D. Ragan, Co-Trustee | |||
| Shannon J. Dempsey | Virginia D. Ragan, Co-Trustee of the | |||
| Nob Hill Trust | ||||
| /s/ Judith D. Hook, Co-Trustee | ||||
| Judith D. Hook, Co-Trustee of the | ||||
| Nob Hill Trust | ||||
| /s/ Shannon J. Dempsey, Co-Trustee | ||||
| Shannon J. Dempsey, Co-Trustee of the | ||||
| Nob Hill Trust | ||||
| MARQUIS TRUST | HYATTS TRUST | |||
| /s/ Virginia D. Ragan, Trustee |
/s/ Judith D. Hook, Trustee | |||
| Virginia D. Ragan, Trustee of the | Judith D. Hook, Trustee of the | |||
| Marquis Trust | Hyatts Trust | |||