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Rule 13d-1(b)
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[x]
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Rule 13d-1(c)
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Rule 13d-1(d)
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1
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NAMES OF REPORTING PERSONS
Scott M. Quist
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP *(a) ¨ (b) ¨
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A. Citizen
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
Class A common stock – 378,089 shares (1)
Class C common stock – 493,377 shares (1)
(Class C common stock is convertible into Class A common stock at the ratio of one share of Class C common stock to one share of Class A common stock)
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6
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SHARED VOTING POWER
Class A common stock – 2,529,321 shares (1)
(599,314 shares as trustee of issuer’s Employee Stock Ownership Plan (ESOP); 63,175 shares as managing partner of Associated Investors; 677,106 shares as trustee of issuer’s Non-Qualified Deferred Compensation Plan; and
1,189,726 as trustee of issuer’s 401(k) Retirement Savings Plan)
Class C common stock – 342,635 shares (1)
(240,928 shares as trustee of issuer’s Employee Stock Ownership Plan (ESOP); and 101,707 shares as general manager of Associated Investors)
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7
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SOLE DISPOSITIVE POWER
Class A common stock – 378,089 shares (1)
Class C common stock – 493,377 shares (1)
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8
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SHARED DISPOSITIVE POWER
Class A common stock – 2,529,321 shares (1)
(599,314 shares as trustee of issuer’s Employee Stock Ownership Plan (ESOP); 63,175 shares as general manager of Associated Investors; 677,106 shares as trustee of issuer’s Non-Qualified Deferred Compensation Plan; and 1,189,726 as trustee of issuer’s 401(k)Retirement Savings Plan)
Class C common stock – 342,635 shares (1)
(240,928 shares as trustee of issuer’s Employee Stock Ownership Plan (ESOP); and 101,707 shares as general manager of Associated Investors)
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
378,089 shares of Class A common stock and 493,377 shares of Class C common stock (Class C common stock is convertible into Class A common stock at the ratio of one share of Class C common stock to one share of Class A common stock)
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
Not applicable.
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
Class A common stock – 7.1% (2); Class C common stock – 37.1%
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12
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TYPE OF REPORTING PERSON
IN
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(1)
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Includes a total of 252,136 shares of Class A common stock and 66,110 shares of Class C common stock owned indirectly by Mr. Quist in the Employee Stock Ownership Plan (ESOP), Associated Investors, the Non-Qualified Deferred Compensation Plan, and the 401(k) Retirement Savings Plan, as to which Mr. Quist has sole voting and dispositive powers.
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(2)
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Assumes that 493,377 shares of Class C common stock that Mr. Quist beneficially owns are converted into 493,377 shares of Class A common stock, which would result in Mr. Quist becoming the beneficial owner of 871,466 shares of Class A common stock, or 7.1% of the outstanding shares of Class A common stock.
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i)
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Name of Issuer
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ii)
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Address of Issuer's Principal Executive Offices
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(a)
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Name of Persons Filing
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(b)
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Address of Principal Business Office or, if none, Residence
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iii)
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Citizenship
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iv)
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Title of Class of Securities
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v)
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CUSIP Number
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(a) ___
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Broker or Dealer registered under Section 15 of the Act
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(b) ___
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Bank as defined in Section 3(a)(6) of the Act
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(c) ___
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Insurance Company as defined in Section 3(a)(19) of the Act
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(d) ___
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Investment Company registered under Section 8 of the Investment Company Act of 1940.
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(e) ___
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An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E)
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vi) ___
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An employee benefit plan, or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F)
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vii) ___
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A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G)
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viii) ___
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813)
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ix) ___
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A church plan that is excluded from the definition of an investment company under Section 3(6)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3)
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(j) ___
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Group, in accordance with Section 240.13d-1(b)(1)(ii)(J)
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(a)
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Amount Beneficially Owned as of October 24, 2014
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(Class C common stock is convertible into Class A common stock at the ratio of one share of Class C common stock to one share of Class A common stock)
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(b)
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Percent of Class
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(c)
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Number of shares as to which such person has:
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(i)
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sole power to vote or to direct the vote:
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(ii)
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shared power to vote or to direct the vote:
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(iii)
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sole power to dispose or to direct the disposition of:
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(iv)
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shared power to dispose or to direct the disposition of:
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(1)
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Includes a total of 252,136 shares of Class A common stock and 66,110 shares of Class C common stock owned indirectly by Mr. Quist in the Employee Stock Ownership Plan (ESOP), Associated Investors, the Non-Qualified Deferred Compensation Plan, and the 401(k) Retirement Savings Plan, as to which Mr. Quist has sole voting and dispositive powers.
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(2)
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Assumes that 493,377 shares of Class C common stock that Mr. Quist beneficially owns are converted into 493,377 shares of Class A common stock, which would result in Mr. Quist becoming the beneficial owner of 871,466 shares of Class A common stock, or 7.1% of the outstanding shares of Class A common stock.
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Item 5.
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Ownership of Five Percent or Less of a Class
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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Item 7.
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Identification and Classification of the Subsidiary which Acquired the Security Being Reported on by the Parent Holding Company
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Item 8.
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Identification and Classification of Members of the Group
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