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13D Filing: Jill Foss Watson and Credit Acceptance Corp (NASDAQ:CACC)

You can access the original SEC filing by clicking here.

Ownership Summary Table

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
The Donald A. Foss 0 1,006,323 0 0 1,006,323 5.1%
The Donald A. Foss 0 703,321 0 0 703,321 3.5%
Jill Foss Watson Living Trust 475,447 0 475,447 0 475,447 2.4%
Jill Foss Watson Irrevocable Trust 41,446 0 41,446 0 41,446 0.2%
Karol A. Foss Irrevocable Grandchildren s Trust 853,424 0 853,424 0 853,424 4.3%
Jill Foss Watson 164,804 0 164,804 0 164,804 0.8%
Jill Foss Watson 58,154 0 58,154 0 58,154 0.3%
Jill Foss Watson 58,154 0 58,154 0 58,154 0.3%
The Pathways Foundation 1,827 0 1,827 0 1,827 Less than 0.1%
Jill Foss Watson 1,653,256 1,709,644 1,653,256 0 3,365,046 16.9%

Page 1 of 14 – SEC Filing

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

 

SCHEDULE 13D

 

Under the Securities Exchange Act of
1934

(Amendment No. 6)*

 

Credit Acceptance Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

225310 10 1

(CUSIP Number)

Michael T. Raymond

Dickinson Wright, PLLC

2600 W. Big Beaver Rd., Suite 300

Troy, Michigan 48084-3312

248-433-7274

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

March 21, 2017

(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 §§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. See Rule 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).

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Page 2 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 2 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

The Donald A. Foss 2009 Remainder Trust

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

o
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Michigan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

0

8

SHARED VOTING POWER
1,006,323

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON

1,006,323

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)

5.1%*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

OO

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

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Page 3 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 3 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

The Donald A. Foss 2010 Remainder Trust

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Michigan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

0

8

SHARED VOTING POWER
703,321

9

SOLE DISPOSITIVE POWER

0

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON

703,321

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)

3.5%*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

OO

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

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Page 4 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 4 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

Jill Foss Watson Living Trust

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Michigan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

475,447

8

SHARED VOTING POWER
0

9

SOLE DISPOSITIVE POWER
475,447

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY
EACH REPORTING PERSON

475,447

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)

2.4%*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

OO

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

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Page 5 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 5 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

Jill Foss Watson Irrevocable Trust

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Michigan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

41,446

8

SHARED VOTING POWER
0

9

SOLE DISPOSITIVE POWER
41,446

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON

41,446

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)

0.2%*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

OO

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

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Page 6 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 6 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

Karol A. Foss Irrevocable Grandchildren’s
Trust

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Florida

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

853,424

8

SHARED VOTING POWER
0

9

SOLE DISPOSITIVE POWER
853,424

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON

853,424

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW
(11) EXCLUDES

CERTAIN SHARES  (SEE INSTRUCTIONS)

o

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN
ROW (11)

4.3%*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

OO

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

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Page 7 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 7 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

Jill Foss Watson 2016 Grantor Retained Annuity
Trust

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

164,804

8

SHARED VOTING POWER
0

9

SOLE DISPOSITIVE POWER
164,804

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON

164,804

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)

0.8%*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

OO

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

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Page 8 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 8 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

Jill Foss Watson 2014 Children’s Trust
FBO Gwyneth Ellen Watson

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Michigan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

58,154

8

SHARED VOTING POWER
0

9

SOLE DISPOSITIVE POWER
58,154

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON

58,154

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)

0.3%*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

OO

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

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Page 9 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 9 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

Jill Foss Watson 2014 Children’s Trust
FBO Duncan Todd Watson

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Michigan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

58,154

8

SHARED VOTING POWER
0

9

SOLE DISPOSITIVE POWER
58,154

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON

58,154

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)

0.3%*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

OO

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

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Page 10 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 10 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

The Pathways Foundation

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

Michigan

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

1,827

8

SHARED VOTING POWER
0

9

SOLE DISPOSITIVE POWER
1,827

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON

1,827

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)

Less than 0.1%*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

OO

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

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Page 11 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 11 of 13 Pages
1

NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION
NO. OF ABOVE PERSON

Jill Foss Watson

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF
A GROUP  (SEE INSTRUCTIONS)

(a) ¨

(b) ¨

3

SEC USE ONLY

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

OO

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS
IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

¨
6

CITIZENSHIP OR PLACE OF ORGANIZATION

United States

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON WITH:

7

SOLE VOTING POWER

1,653,256

8

SHARED VOTING POWER
1,709,644

9

SOLE DISPOSITIVE POWER
1,653,256

10

SHARED DISPOSITIVE POWER

0

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH
REPORTING PERSON

3,365,046**

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)

16.9 %*

14

TYPE OF REPORTING PERSON  (SEE
INSTRUCTIONS)

IN

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

**Mrs. Foss Watson is the trustee of the Donald A. Foss 2009
Remainder Trust, the Donald A. Foss 2010 Remainder Trust, the Jill Foss Watson Living Trust, the Karol A. Foss Irrevocable Grandchildren’s
Trust, the Jill Foss Watson 2016 Grantor Retained Annuity Trust, and the Pathways Foundation. Mr. Todd Watson, spouse of Jill Foss
Watson, is the trustee of the Jill Foss Watson Irrevocable Trust, the 2014 Children’s Trust FBO Gwyneth Ellen Watson, and the Jill
Foss Watson 2014 Children’s Trust FBO Duncan Todd Watson. This amount also includes 2,146 shares held by Duncan Todd Watson. Mrs.
Foss Watson disclaims beneficial ownership of these shares owned by such trusts and by Duncan Todd Watson.

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Page 12 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 12 of 13 Pages

 

Explanatory Note: This Schedule 13D Amendment No. 6 is
being filed to reflect the disposition by the reporting persons of shares of the Issuer’s common stock.

Item 1. Security and Issuer.

The class of equity securities to which this Schedule 13D relates
is the common stock of Credit Acceptance Corporation (“Issuer” or “CACC”). The principal executive offices
of CACC are located at 25505 West Twelve Mile Road, Southfield, Michigan 48034-8339.

 

Item 2. Identity and Background.

No change.

 

Item 3. Source and Amount of Funds or Other Consideration.

No change.

 

Item 4. Purpose of Transaction.

No change.

 

Item 5. Interest in Securities of the Issuer

Reporting
Person
Amount

beneficially
owned:
Percent of
Class*
Sole power to
vote or direct
the vote:
Shared power
to vote or to
direct the vote:
Sole power to
dispose or to
direct the
disposition of:
Shared power
to dispose or to
direct the
disposition of:
The Donald A.
Foss 2009
Remainder
Trust
1,006,323 5.1% 0 1,006,323 0 0
The Donald A.
Foss 2010
Remainder
Trust
703,321 3.5% 0 703,321 0 0
Jill Foss
Watson Living
Trust
475,447 2.4% 475,447 0 475,447 0
Jill Foss
Watson
Irrevocable
Trust**
41,446 0.2% 41,446 0 41,446 0
Karol A. Foss
Irrevocable
Grandchildren’s
Trust**
853,424 4.3% 853,424 0 853,424 0

Jill Foss Watson 2016 Grantor Retained Annuity
Trust

164,804 0.8% 164,804 0 164,804 0
Jill Foss Watson 2014 Children’s Trust FBO Gwyneth Ellen Watson 58,154 0.3% 8,154 0 58,154 0

Jill Foss Watson 2014 Children’s Trust
FBO Duncan Todd Watson

58,154 0.3% 58,154 0 58,154 0
The Pathways Foundation 1,827 Less than 0.1% 1,827 0 1,827 0
Jill Foss
Watson**
3,365,046 16.9% 1,653,256 1,709,644 1,653,256 0

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Page 13 of 14 – SEC Filing

CUSIP No. 225310 10 1

SCHEDULE 13D Page 13 of 13 Pages

* The percentage is calculated based upon total outstanding
shares of 19,877,856 as of February 3, 2017, as reported in the Issuer’s Form 10-K for the year ended December 31, 2016.

**Mrs. Foss Watson is the trustee of the Donald A. Foss 2009
Remainder Trust, the Donald A. Foss 2010 Remainder Trust, the Jill Foss Watson Living Trust, the Karol A. Foss Irrevocable Grandchildren’s
Trust, the Jill Foss Watson 2016 Grantor Retained Annuity Trust, and the Pathways Foundation. Mr. Todd Watson, spouse of Jill Foss
Watson, is the trustee of the Jill Foss Watson Irrevocable Trust, the Jill Foss Watson 2014 Children’s Trust FBO Gwyneth Ellen
Watson, and the Jill Foss Watson 2014 Children’s Trust FBO Duncan Todd Watson. This amount also includes 2,146 shares held by Duncan
Todd Watson. Mrs. Foss Watson disclaims beneficial ownership of these shares owned by such trusts and by Duncan Todd Watson.

(c) None.

(d) The respective beneficiaries of the Donald A. Foss 2009
Remainder Trust, the Donald A. Foss 2010 Remainder Trust, the Jill Foss Watson Irrevocable Trust, the Karol A. Foss Irrevocable
Grandchildren’s Trust, the Jill Foss Watson 2016 Grantor Retained Annuity Trust, the 2014 Children’s Trust FBO Gwyneth Ellen
Watson, and the Jill Foss Watson 2014 Children’s Trust FBO Duncan Todd Watson ultimately receive the pecuniary benefit of dividends
from, or the proceeds from the sale of, the shares held in each respective trust.

(e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships
With Respect to Securities of the Issuer.

No change.

 

Item 7. Material to be Filed as Exhibits.

No change.

[Signature page follows]

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Page 14 of 14 – SEC Filing

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: March 31, 2017 The Donald A. Foss 2009 Remainder Trust
/s/ Jill Foss Watson
Name: Jill Foss Watson
Title: Trustee
The Donald A. Foss 2010 Remainder Trust
/s/ Jill Foss Watson
Name: Jill Foss Watson
Title: Trustee
Jill Foss Watson Living Trust
/s/ Jill Foss Watson
Name: Jill Foss Watson
Title: Trustee
Jill Foss Watson Irrevocable Trust
/s/ Todd Watson
Name: Todd Watson
Title: Trustee
Karol A. Foss Irrevocable Grandchildren’s Trust
/s/ Jill Foss Watson
Name: Jill Foss Watson
Title: Trustee
Jill Foss Watson 2016 Grantor Retained Annuity Trust
/s/ Jill Foss Watson

Name: Jill Foss Watson

Title: Trustee

Jill Foss Watson 2014 Children’s Trust FBO Gwyneth
Ellen Watson

/s/ Todd Watson

Name: Todd Watson

Title: Trustee

Jill Foss Watson 2014 Children’s Trust FBO
Duncan Todd Watson

/s/ Todd Watson

Name: Todd Watson

Title: Trustee

The Pathways Foundation
/s/ Jill Foss Watson
Name: Jill Foss Watson
Title: Trustee
Jill Foss Watson
/s/ Jill Foss Watson
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