Filing Details
- Accession Number:
- 0001139032-25-000004
- Form Type:
- 13D Filing
- Publication Date:
- 2025-06-22 20:00:00
- Filed By:
- NORRIS JOHN W III
- Company:
- Lennox International Inc (NYSE:LII)
- Filing Date:
- 2025-06-23
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
| Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
|---|---|---|---|---|---|---|
| NORRIS JOHN W III | 203,250 | 3,283,996 | 203,250 | 3,283,966 | 3,487,247 | 9.8% |
Filing
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)
|
LENNOX INTERNATIONAL INC (Name of Issuer) |
Common Shares, $0.01 par value (Title of Class of Securities) |
526107107 (CUSIP Number) |
John W. Norris, III 2140 Lake Park Blvd., Richardson, TX, 75080 (973) 497-5000 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) |
01/26/2024 (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.
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).
SCHEDULE 13D
|
| CUSIP No. | 526107107 |
| 1 |
Name of reporting person
NORRIS JOHN W III | ||||||||
| 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 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: |
| ||||||||
| 11 | Aggregate amount beneficially owned by each reporting person
3,487,247.24 | ||||||||
| 12 | Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)
| ||||||||
| 13 | Percent of class represented by amount in Row (11)
9.8 % | ||||||||
| 14 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person:
A reorganization of the control of shares of the issuer occurred in January 2024. As a result, John W. Norris, III acquired beneficial ownership of more than 5% of the outstanding shares of the issuer as an individual and through several trusts that are directly or indirectly controlled by Mr. Norris, III. Mr. Norris, III was not aware that these transactions triggered the filing requirement, resulting in a late filing.
SCHEDULE 13D
|
| Item 1. | Security and Issuer |
| (a) | Title of Class of Securities:
Common Shares, $0.01 par value |
| (b) | Name of Issuer:
LENNOX INTERNATIONAL INC |
| (c) | Address of Issuer's Principal Executive Offices:
2140 LAKE PARK BLVD, 2140 LAKE PARK BLVD, RICHARDSON,
TEXAS
, 75080. |
| Item 2. | Identity and Background |
| (a) | John W. Norris, III |
| (b) | 2140 Lake Park Blvd., Richardson, Texas 75080 |
| (c) | Mr. Norris is a member of the Board of Directors of the Company. |
| (d) | N/A |
| (e) | N/A |
| (f) | United States |
| Item 3. | Source and Amount of Funds or Other Consideration |
All Shares beneficially owned by Mr. Norris were acquired primarily through a combination of inheritance,
gift, and compensation. | |
| Item 4. | Purpose of Transaction |
Mr. Norris acquired the Shares beneficially owned by him for investment. Mr. Norris does not have any
plans, nor has he made proposals, which relate to or would result in any of the events enumerated in
paragraphs (a) through (j) of Item 4 to Schedule 13D. However, Mr. Norris reserves the right to acquire
additional shares, to dispose of shares or to formulate other purposes, plans or proposals to the extent he deems advisable in light of his personal investment needs (and, in his capacity as trustee of the trusts described in Item 5, the investment needs of such trusts), market conditions and other factors. | |
| Item 5. | Interest in Securities of the Issuer |
| (a) | As of June 23, 2025, Mr. Norris beneficially owns an aggregate of 3,487,247.24 shares of
Common Stock, constituting approximately 9.80% of the outstanding shares of Common Stock. |
| (b) | Mr. Norris directly beneficially owns 201,566 shares of Common Stock, constituting approximately 0.6% of the outstanding shares of Common Stock. Mr. Norris has the sole power to dispose of and vote such shares. Mr. Norris directly beneficially owns 21,267 shares of Common Stock in joint tenancy with his spouse, Catherine Houlihan, constituting approximately 0.05% of the outstanding shares of Common Stock. Mr. Norris has shared power with Ms. Houlihan to dispose of and vote such shares. Mr. Norris may be deemed to indirectly beneficially own 28,372 shares of Common Stock owned by the Benjamin Norris Revocable Trust (the "B.N. Trust"). Mr. Norris is a co-trustee of the B.N. Trust and in such capacity has shared power to dispose of and vote the Shares held by the B.N. Trust. The shares of Common Stock owned by the B.N. Trust represent approximately 0.07% of the outstanding shares of Common Stock. Mr. Norris may be deemed to indirectly beneficially own 28,372 shares of Common Stock owned by the Lily C. Norris Revocable Trust (the "L.N. Trust"). Mr. Norris is a co-trustee of the L.N. Trust and in such capacity has shared power to dispose of and vote the Shares held by the L.N. Trust. The shares of Common Stock owned by the L.N. Trust represent approximately 0.07% of the outstanding shares of Common Stock. Mr. Norris may be deemed to indirectly beneficially own 28,372.37 shares of Common Stock owned by the William H. Norris Revocable Trust (the "W.N. Trust"). Mr. Norris is a co-trustee of the W.N. Trust and in such capacity has shared power to dispose of and vote the Shares held by the W.N. Trust. The shares of Common Stock owned by the W.N. Trust represent approximately 0.07% of the outstanding shares of Common Stock. Mr. Norris may be deemed to indirectly beneficially own 1,684.87 shares of Common Stock owned by the Norris-Newman Minors Trust (the "N.N. Trust"). Mr. Norris is a trustee of the N.N. Trust and in such capacity has the sole power to dispose of and vote the Shares held by the N.N. Trust. The shares of Common Stock owned by the N.N. Trust represent approximately 0.005% of the outstanding shares of Common Stock. Mr. Norris may be deemed to indirectly beneficially own 214,758 shares of Common Stock owned by the Norris Living Trust (the "N.L. Trust"). Mr. Norris is a co-trustee of the N.L. Trust and in such capacity has shared power to dispose of and vote the Shares held by the N.L. Trust. The shares of Common Stock owned by the N.L. Trust represent approximately 0.06% of the outstanding shares of Common Stock. Mr. Norris may be deemed to indirectly beneficially own 2,545,105 shares of Common Stock owned by JW Norris, Inc. ("JW Norris"). Mr. Norris is President of JW Norris and in such capacity has shared power to dispose of and vote the Shares held by the JW Norris. The shares of Common Stock owned by JW Norris represent approximately 7% of the outstanding shares of Common Stock. Mr. Norris may be deemed to indirectly beneficially own 321,750 shares of Common Stock owned by the John W. Norris, III Trust A (the "J.N. Trust A"). Mr. Norris is a co-trustee of the J.N. Trust A and in such capacity has shared power to dispose of and vote the Shares held by the J.N. Trust A. The shares of Common Stock owned by the J.N. Trust A represent approximately 1% of the outstanding shares of Common Stock. Mr. Norris may be deemed to indirectly beneficially own 96,000 shares of Common Stock owned by The Cabin Foundation ("Cabin"). Mr. Norris is President of Cabin and in such capacity has shared power to dispose of and vote the Shares held by Cabin. The shares of Common Stock owned by JW Norris represent approximately 0.2% of the outstanding shares of Common Stock. |
| (c) | N/A |
| (d) | N/A |
| (e) | N/A |
| Item 6. | Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer |
N/A | |
| Item 7. | Material to be Filed as Exhibits. |
N/A |
| 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.
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