UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G/A
Under the Securities Exchange Act of 1934
(Amendment No. 4)*
Nu Skin Enterprises, Inc.
(Name of Issuer)
Class A Common Stock
(Title of Class of Securities)
67018T-10-5
(CUSIP Number)
December 31, 2000
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed.
[ ] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[X] Rule 13d-1(d)
*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 the
disclosures provided in a prior cover page.
The information required in 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).
Potential persons who are to respond to the collection of information contained
in this form are not required to respond unless the form displays a currently
valid OMB control number.
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP NO. 67018T-10-5
1. NAMES OF REPORTING PERSONS)
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITY ONLY).
Sandra N. Tillotson
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(SEE INSTRUCTIONS) (b) [ ]
3. SEC. USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
Sandra N. Tillotson: United States of America
NUMBER OF 5. SOLE VOTING POWER
SHARES Sandra N. Tillotson: 9,454,469** SEE ITEM 4
BENEFICIALLY
OWNED BY 6. SHARED VOTING POWER
EACH Sandra N. Tillotson: 45,000** SEE ITEM 4
REPORTING
PERSON WITH 7. SOLE DISPOSITIVE POWER
Sandra N. Tillotson: 9,454,469 **SEE ITEM 4
8. SHARED DISPOSITIVE POWER
Sandra N. Tillotson: 45,000 **SEE ITEM 4
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Sandra N. Tillotson: 9,499,469 **SEE ITEM 4
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS) [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Sandra N. Tillotson: 24.8% **SEE ITEM 4
12. TYPE OF REPORTING PERSONS) (SEE INSTRUCTIONS)
Sandra N. Tillotson: IN
Page 2 of 7
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP NO. 67018T-10-5
Item 1 (a) Name of Issuer
The name of the issuer is Nu Skin Enterprises, Inc. (the "Issuer").
(b) Address of Issuer's Principal Executive Offices
The address of the Issuer's principal executive office is 75 West
Center Street, Provo, Utah.
Item 2 (a) Name of Person Filing
This report is being filed by Sandra N. Tillotson (the "Reporting
Person").
(b) Address of Principal Business Office or, if none, Residence
The address of the Reporting Person's principal business office is 75
West Center Street, Provo, Utah 84601.
(c) Citizenship
The Reporting Person is a citizen of the United States of America.
(d) Title of Class of Securities
This report covers the Issuer's Class A Common Stock, par value $.001
per share (the "Class A Common Stock").
(e) CUSIP Number
The CUSIP number of the Class A Common Stock is 67018T-10-5.
Item 3 Not applicable.
Item 4 Ownership.
(a) The Reporting Person beneficially owns or may be deemed to
beneficially own 9,499,469 shares of Class A Common Stock as
follows: 2,531,912 shares of Class A Common Stock, and 6,967,557
shares of the Issuer's Class B Common Stock, par value $.001 per
share (the "Class B Common Stock"), which is convertible on a
one-for-one basis into Class A Common Stock at any time at the
option of the holder. The filing of the above statement shall not
be construed as an admission that Sandra N. Tillotson is, for the
purposes of Section 13(d) or 13(g) of the Securities Exchange Act
of 1934, as amended, the beneficial owner of the following shares
which were included in the 9,499,469 shares of Common
Page 3 of 7
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP NO. 67018T-10-5
Stock referenced above: 25,000 shares of Class A Common Stock and
20,000 shares of Class B Common Stock held indirectly as a
co-trustee of The Sandra N. Tillotson Foundation; 500,000 shares
of Class B Common Stock held indirectly as the manager of CST
Rhino Company, L.C.; and 250,000 shares of Class A Common Stock
held indirectly as the sole trustee of The Sandra N. Tillotson
Fixed Charitable Trust.
(b) Each share of Class B Common Stock is convertible at any time at
the option of the holder into one share of Class A Common Stock
and each share of Class B Common Stock is automatically converted
into one share of Class A Common Stock upon the transfer of such
share of Class B Common Stock to any person who is not a
Permitted Transferee as defined in the Amended and Restated
Certificate of Incorporation of the Issuer. Assuming conversion
of all outstanding 6,967,557 shares of Class B Common Stock
beneficially owned or that may be deemed to be beneficially owned
by her, the Reporting Person would beneficially own or may be
deemed to beneficially own 9,499,469 shares of Class A Common
Stock which would constitute 24.8% of the number of shares of the
then outstanding Class A Common Stock.
Each share of Class A Common Stock entitles the holder to one
vote on each matter submitted to a vote of the Issuer's
Stockholders and each share of Class B Common Stock entitles the
holder to ten votes on each such matter, including the election
of directors. Assuming conversion of all outstanding 6,967,557
shares of Class B Common Stock beneficially owned or that may be
deemed to be beneficially owned by the Reporting Person, she
would beneficially own or may be deemed to beneficially own
9,499,469 shares of Class A Common Stock which would constitute
1.9% of the aggregate voting power of the Issuer.
Assuming no conversion of the outstanding 6,967,557 shares of
Class B Common Stock beneficially owned or that may be deemed to
be beneficially owned by the Reporting Person, she would
beneficially own or may be deemed to beneficially own 2,531,912
shares of Class A Common Stock and 6,967,557 shares of Class B
Common Stock which would constitute 12.7% of the aggregate voting
power of the Issuer and 11.2% of the total combined number of
shares of Class A Common Stock and Class B Common Stock then
outstanding.
(c) (i) Assuming conversion of all outstanding 6,947,557 shares of
Class B Common Stock beneficially owned or that may be deemed to
be beneficially owned by the Reporting Person, with respect to
which she has sole power to vote of direct the vote, the
Reporting Person would have sole power to vote or direct the vote
of 9,454,469 shares of Class A Common Stock as follows: 8,704,469
shares of Class A Common Stock held directly; 500,000 shares of
Class A Common Stock held indirectly as the manager of CST Rhino
Company, L.C.; and 250,000 shares of Class A Common Stock held
indirectly as the sole trustee of The Sandra N. Tillotson Fixed
Charitable Trust.
Page 4 of 7
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP NO. 67018T-10-5
(ii) Assuming conversion of all outstanding 20,000 shares of
Class B Common Stock beneficially owned or that may be deemed to
be beneficially owned by the Reporting Person, with respect to
which she has shared power to vote or direct the vote, the
Reporting Person would have shared power to vote or direct the
vote of 45,000 shares of Class A Common Stock held indirectly as
a trustee of The Sandra N. Tillotson Foundation.
(iii) Assuming conversion of all outstanding 6,947,557 shares of
Class B Common Stock beneficially owned or that may be deemed to
be beneficially owned by the Reporting Person, with respect to
which she has sole power to dispose of direct the disposition,
the Reporting Person would have sole power to dispose or direct
the disposition of 9,454,469 shares of Class A Common Stock as
follows: 8,704,469 shares of Class A Common Stock held directly;
500,000 shares of Class A Common Stock held indirectly as the
manager of CST Rhino Company, L.C.; and 250,000 shares of Class A
Common Stock held indirectly as the sole trustee of The Sandra N.
Tillotson Fixed Charitable Trust.
(iv) Assuming conversion of all outstanding 20,000 shares of
Class B Common Stock beneficially owned or that may be deemed to
be beneficially owned by the Reporting Person, with respect to
which she has shared power to dispose or direct the disposition,
the Reporting Person would have shared power to dispose or direct
the disposition of 45,000 shares of Class A Common Stock held
indirectly as a trustee of The Sandra N. Tillotson Foundation.
Item 5 Ownership of Five Percent or Less of a Class
Not applicable.
Item 6 Ownership of More than Five Percent on Behalf of Another Person.
Not applicable.
Item 7 Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company
Not applicable.
Item 8 Identification and classification of Members of the Group
Not applicable.
Item 9 Notice of Dissolution of Group
Not applicable.
Page 5 of 7
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP NO. 67018T-10-5
Item 10 Certification
Not applicable.
Page 6 of 7
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP NO. 67018T-10-5
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.
/s/ Sandra N. Tillotson
By: Sandra N. Tillotson
Dated: February 13, 2001
Page 7 of 7