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13D Filing: King Luther Capital Management Corp and CECO Environmental Corp (CECE)

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
LKCM Private Discipline Master Fund, SPC 1,622,887 0 1,622,887 0 1,622,887 4.7%
LKCM Micro-Cap Partnership 51,939 0 51,939 0 51,939 0.1%
LKCM Core Discipline 19,363 0 19,363 0 19,363 0.1%
LKCM Investment Partnership 0 0 0 0 0 0%
LKCM Investment Partnership II 0 0 0 0 0 0%
Luther King Capital Management Corporation 1,695,989 0 1,695,989 0 1,695,989 4.9%
J. Luther King, Jr 1,701,689 0 1,701,689 0 1,701,689 4.9%
J. Bryan King 1,694,189 0 1,694,189 0 1,694,189 4.9%

Page 1 of 12 – SEC Filing

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

 

 

CECO
Environmental Corp.

(Name of Issuer)

Common Stock, $0.01 par value

(Title of Class of Securities)

125141101

(CUSIP Number)

Jacob D. Smith

Principal, General Counsel & CCO

Luther King Capital Management Corporation

301 Commerce Street, Suite 1600

Fort Worth, Texas 76102

(817) 332-3235

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

October 13, 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 Sections 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 Section 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 persons 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).

Persons who response to the collection of information contained in this form are not required to respond unless the form
displays a currently valid OMB control number.

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Page 2 of 12 – SEC Filing


CUSIP No. 125141101 Page 2 of 12
  1.

Name of
Reporting Persons.

LKCM Private Discipline Master Fund, SPC

  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)

WC

  5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):  ☐

  6.

Citizenship or Place of
Organization

Cayman Islands

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

  7.

Sole Voting Power

1,622,887

  8.

Shared Voting Power

0

  9.

Sole Dispositive Power

1,622,887

10.

Shared Dispositive Power

0

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

1,622,887

12.

Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):  ☐

13.

Percent of Class Represented by Amount
in Row (11)

4.7%

14.

Type of Reporting Person (See
Instructions)

OO

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Page 3 of 12 – SEC Filing


CUSIP No. 125141101 Page 3 of 12
  1.

Name of
Reporting Persons.

LKCM Micro-Cap Partnership, L.P.

  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)

WC

  5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):  ☐

  6.

Citizenship or Place of
Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

  7.

Sole Voting Power

51,939

  8.

Shared Voting Power

0

  9.

Sole Dispositive Power

51,939

10.

Shared Dispositive Power

0

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

51,939

12.

Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):  ☐

13.

Percent of Class Represented by Amount
in Row (11)

0.1%

14.

Type of Reporting Person (See
Instructions)

PN

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Page 4 of 12 – SEC Filing


CUSIP No. 125141101 Page 4 of 12
  1.

Name of
Reporting Persons.

LKCM Core Discipline, L.P.

  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)

WC

  5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):  ☐

  6.

Citizenship or Place of
Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

  7.

Sole Voting Power

19,363

  8.

Shared Voting Power

0

  9.

Sole Dispositive Power

19,363

10.

Shared Dispositive Power

0

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

19,363

12.

Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):  ☐

13.

Percent of Class Represented by Amount
in Row (11)

0.1%

14.

Type of Reporting Person (See
Instructions)

PN

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Page 5 of 12 – SEC Filing


CUSIP No. 125141101 Page 5 of 12
  1.

Name of
Reporting Persons.

LKCM Investment Partnership, L.P.

  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)

WC

  5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):  ☐

  6.

Citizenship or Place of
Organization

Texas

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

  7.

Sole Voting Power

0

  8.

Shared Voting Power

0

  9.

Sole Dispositive Power

0

10.

Shared Dispositive Power

0

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

0

12.

Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):  ☐

13.

Percent of Class Represented by Amount
in Row (11)

0%

14.

Type of Reporting Person (See
Instructions)

PN

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Page 6 of 12 – SEC Filing


CUSIP No. 125141101 Page 6 of 12
  1.

Name of
Reporting Persons.

LKCM Investment Partnership II, L.P.

  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)

WC

  5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):  ☐

  6.

Citizenship or Place of
Organization

Texas

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

  7.

Sole Voting Power

0

  8.

Shared Voting Power

0

  9.

Sole Dispositive Power

0

10.

Shared Dispositive Power

0

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

0

12.

Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):  ☐

13.

Percent of Class Represented by Amount
in Row (11)

0%

14.

Type of Reporting Person (See
Instructions)

PN

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Page 7 of 12 – SEC Filing


CUSIP No. 125141101 Page 7 of 12
  1.

Name of
Reporting Persons.

Luther King Capital Management Corporation

  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)

N/A

  5.

Check if Disclosure of Legal
Proceedings Is Required Pursuant to Items 2(d) or 2(e):  ☐

  6.

Citizenship or Place of
Organization

Delaware

Number of

Shares

Beneficially

Owned by

Each

Reporting

Person

With

  7.

Sole Voting Power

1,695,989

  8.

Shared Voting Power

0

  9.

Sole Dispositive Power

1,695,989

10.

Shared Dispositive Power

0

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

1,695,989

12.

Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):  ☐

13.

Percent of Class Represented by Amount
in Row (11)

4.9%

14.

Type of Reporting Person (See
Instructions)

IA, CO

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Page 8 of 12 – SEC Filing


CUSIP No. 125141101 Page 8 of 12
  1.

Name of
Reporting Persons.

J. Luther King, Jr.

  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)

PF

  5.

Check 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

1,701,689

  8.

Shared Voting Power

0

  9.

Sole Dispositive Power

1,701,689

10.

Shared Dispositive Power

0

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

1,701,689

12.

Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):  ☐

13.

Percent of Class Represented by Amount
in Row (11)

4.9%

14.

Type of Reporting Person (See
Instructions)

IN

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Page 9 of 12 – SEC Filing


CUSIP No. 125141101 Page 9 of 12
  1.

Name of
Reporting Persons.

J. Bryan King

  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)

N/A

  5.

Check 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

1,694,189

  8.

Shared Voting Power

0

  9.

Sole Dispositive Power

1,694,189

10.

Shared Dispositive Power

0

11.

Aggregate Amount Beneficially Owned by Each Reporting Person

1,694,189

12.

Check if the Aggregate Amount in Row
(11) Excludes Certain Shares (See Instructions):  ☐

13.

Percent of Class Represented by Amount
in Row (11)

4.9%

14.

Type of Reporting Person (See
Instructions)

IN

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Page 10 of 12 – SEC Filing


This Amendment No. 1 to Schedule 13D amends and supplements the Schedule 13D filed by the Reporting Persons
with respect to the Common Stock, par value $0.01 per share (Common Stock), of CECO Environmental Corp., a Delaware corporation (the Issuer). Except as set forth below, all previous Items remain unchanged. Capitalized terms
used herein but not defined herein shall have the meanings given to them in the Schedule 13D, as amended, filed with the Securities and Exchange Commission. Each of the Reporting Persons hereby expressly disclaims membership in a group
under the Securities Exchange Act of 1934 with respect to the securities reported herein, and this Schedule 13D shall not be deemed to be an admission that any such Reporting Person is a member of such a group. Each of the Reporting Persons hereby
expressly disclaims beneficial ownership of the securities reported herein, other than to the extent of its pecuniary interest therein, and this Schedule 13D shall not be deemed to be an admission that any such Reporting Person is the beneficial
owner of the securities reported herein for purposes of the Securities Exchange Act of 1934 or for any other purpose.

Item 3. Source and
Amount of Funds or Other Consideration

Item 3 is hereby supplemented as follows:

PDP acquired additional 110,000 shares of Common Stock in open market transactions for an aggregate purchase price of approximately $1,034,000 using working
capital.

Item 5. Interest in Securities of the Issuer

Item 5 is hereby amended and restated as follows:

(a) As of October 13, 2017, the Reporting Persons may be deemed to beneficially own 1,701,689 shares of Common Stock (which represents approximately 4.9%
of the outstanding Common Stock based upon information contained in the Issuers Form 10-Q for the period ended June 30, 2017).

(b)
Sole
Voting
Power
Shared
Voting
Power
Sole
Dispositive
Power
Shared
Dispositive
Power

PDP

1,622,887 0 1,622,887 0

Micro

51,939 0 51,939 0

Core

19,363 0 19,363 0

LIP

0 0 0 0

LIP2

0 0 0 0

LKCM

1,695,989 0 1,695,989 0

J. Luther King, Jr.

1,701,689 0 1,701,689 0

J. Bryan King

1,694,189 0 1,694,189 0

(c) During the past sixty days, the Reporting Persons sold the following shares of Common Stock in open market transactions.

Date

Reporting Person Shares Sold Price

8/29/2017

LIP2 1,210 $ 7.1999

9/20/2017

LIP 10,230 $ 8.1291

9/25/2017

LIP 20,000 $ 8.4565

(d) Not applicable.

(e) As of
October 13, 2017, the Reporting Persons no longer are the beneficial owners of five percent of the outstanding Common Stock.

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Page 11 of 12 – 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: October 17, 2017

LKCM Private Discipline Master Fund, SPC
By: LKCM Private Discipline Management, L.P., sole holder of its management shares
By: LKCM Alternative Management, LLC, its general partner
By:

/s/ J. Bryan King

J. Bryan King, President

LKCM Micro-Cap Partnership, L.P.

By: LKCM Micro-Cap Management, L.P., its general partner
By: LKCM Alternative Management, LLC, its general partner
By:

/s/ J. Bryan King

J. Bryan King, President

LKCM Core Discipline, L.P.

By: LKCM Core Discipline Management, L.P., its general partner
By: LKCM Alternative Management, LLC, its general partner
By:

/s/ J. Bryan King

J. Bryan King, President

LKCM Investment Partnership, L.P.

By: LKCM Investment Partnership GP, LLC, its general partner
By:

/s/ J. Luther King, Jr.

J. Luther King, Jr.

LKCM Investment Partnership II, L.P.

By: LKCM Investment Partnership GP, LLC, its general partner

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Page 12 of 12 – SEC Filing


By:

/s/ J. Luther King, Jr.

J. Luther King, Jr.
Luther King Capital Management Corporation
By:

/s/ J. Bryan King

J. Bryan King, Principal and Vice President

/s/ J. Bryan King

J. Bryan King

/s/ J. Luther King, Jr.

J. Luther King, Jr.
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