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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 67019T-10-5
1. NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Blake M. Roney
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
Blake M. Roney: United States of America
NUMBER OF 5. SOLE VOTING POWER
SHARES Blake M. Roney: 10,029,800 **SEE ITEM 4
BENEFICIALLY
OWNED BY 6. SHARED VOTING POWER
EACH Blake M. Roney: 10,646,358 **SEE ITEM 4
REPORTING
PERSON WITH: 7. SOLE DISPOSITIVE POWER
Blake M. Roney: 10,029,800 **SEE ITEM 4
8. SHARED DISPOSITIVE POWER
Blake M. Roney: 10,646,358 **SEE ITEM 4
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Blake M. Roney: 20,676,158 **SEE ITEM 4
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS) [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Blake M. Roney: 43.5%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
Blake M. Roney: IN
Page 2 of 9
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP 67019T-10-5
1. NAMES OF REPORTING PERSONS.
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY).
Nancy L. Roney
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
Nancy L. Roney: United States of America
NUMBER OF 5. SOLE VOTING POWER
SHARES Nancy L. Roney: 9,853,636 **SEE ITEM 4
BENEFICIALLY
OWNED BY 6. SHARED VOTING POWER
EACH Nancy L. Roney: 792,720 **SEE ITEM 4
REPORTING
PERSON WITH: 7. SOLE DISPOSITIVE POWER
Nancy L. Roney: 9,853,636 **SEE ITEM 4
8. SHARED DISPOSITIVE POWER
Nancy L. Roney: 792,720 **SEE ITEM 4
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Nancy L. Roney: 10,646,356 **SEE ITEM 4
10. CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES (SEE INSTRUCTIONS) [ ]
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Nancy L. Roney: 26.8%
12. TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
Nancy L. Roney: IN
Page 3 of 9
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP 67019T-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 84601.
Item 2 (a) Name of Person Filing
This report is being filed by Blake M. Roney and Nancy L. Roney
(referred to individually by name and referred to collectively as the
"Reporting Persons").
(b) Address of Principal Business Office or, if none, Residence:
The address of the Reporting Persons' principal business office is 75
West Center Street, Provo, Utah 84601.
(c) Citizenship:
The Reporting Persons are both citizens 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.
Blake M. Roney:
(a) Blake M. Roney beneficially owns or may be deemed to beneficially own
20,676,158 shares of Class A Common Stock as follows: 4,520,782 shares
of Class A Common Stock, and 16,155,376 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. 4,504,205 shares of Class A
Common Stock and 15,203,069 shares of Class B Common Stock are held by
BMR NS-Holdings, LLC, a limited liability company owned entirely by
the Reporting Persons. The Reporting Persons are also the sole
managers of the limited liability company and have the sole right to
exercise all voting and dispositive power with respect to the shares
held by the limited liability company. The filing of the above
statement
Page 4 of 9
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP 67019T-10-5
shall not be construed as an admission that Blake M. Roney 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 20,676,158 shares of Common Stock referenced
above: 16,577 shares of Class A Common Stock and 776,143 shares of
Class B Common Stock held indirectly as a co-trustee of The One
Foundation; 88,082 shares of Class B Common Stock held indirectly as
the sole trustee of The B and D Roney Trust; and 88,082 shares of
Class B Common Stock held indirectly as the sole trustee of The S and
K Lund 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 16,155,376 shares
of Class B Common Stock beneficially owned or that may be deemed to be
beneficially owned by him, Blake M. Roney would beneficially own or
may be deemed to beneficially own 20,676,158 shares of Class A Common
Stock which would constitute 43.5% of the number of shares of 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 16,155,376 shares of Class B Common Stock
beneficially owned or that may be deemed to be beneficially owned by
Blake M. Roney, he would beneficially own or may be deemed to
beneficially own 20,676,158 shares of Class A Common Stock which would
constitute 4.9% of the aggregate voting power of the Issuer.
Assuming no conversion of the outstanding 16,155,376 shares of Class B
Common Stock beneficially owned or that may be deemed to be
beneficially owned by Blake M. Roney, he would beneficially own or may
be deemed to beneficially own 4,520,782 shares of Class A Common Stock
and 16,155,376 shares of Class B Common Stock which would constitute
29.2% of the aggregate voting power of the Issuer and 24.3% 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 7,777,698 shares of Class B
Common Stock beneficially owned or that may be deemed to be
beneficially owned by Blake M. Roney, with respect to which he has
sole power to vote or direct the vote, Blake M. Roney would have sole
power to vote or direct the vote of 10,029,800 shares of Class A
Common Stock as follows: 9,853,636 shares of Class A Common Stock held
indirectly as a co-manager of BMR NS-Holdings, LLC with respect to
which he has the sole power to vote or direct the vote pursuant to the
governing documents of said limited liability company; and 88,082
shares of Class A Common Stock held indirectly as the sole trustee of
Page 5 of 9
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP 67019T-10-5
The B and D Roney Trust; and 88,082 shares of Class A Common Stock
held indirectly as the sole trustee of The S and K Lund Trust.
(ii) Assuming conversion of all outstanding 8,377,678 shares of Class
B Common Stock beneficially owned or that may be deemed to be
beneficially owned by Blake M. Roney, with respect to which he has
shared power to vote or direct the vote, Blake M. Roney would have
shared power to vote or direct the vote of 10,646,358 shares of Class
A Common Stock as follows: 9,853,638 shares of Class A Common Stock
held indirectly by his wife as a co-manager of BMR NS-Holdings, LLC
that she has the sole power to vote or direct the vote of pursuant to
the governing documents of said limited liability company; and 792,720
shares of Class A Common Stock held indirectly as a co-trustee of The
One Foundation.
(iii) Assuming conversion of all outstanding 7,777,698 shares of Class
B Common Stock beneficially owned or that may be deemed to be
beneficially owned by Blake M. Roney, with respect to which he has
sole power to dispose or direct the disposition, Blake M. Roney would
have sole power to dispose or direct the disposition of 10,029,800
shares of Class A Common Stock as follows: 9,853,636 shares of Class A
Common Stock held indirectly as a co-manager of BMR NS-Holdings, LLC
with respect to which he has the sole power to vote or direct the vote
pursuant to the governing documents of said limited liability company;
and 88,082 shares of Class A Common Stock held indirectly as the sole
trustee of The B and D Roney Trust; and 88,082 shares of Class A
Common Stock held indirectly as the sole trustee of The S and K Lund
Trust.
(iv) Assuming conversion of all outstanding 8,377,678 shares of Class
B Common Stock beneficially owned or that may be deemed to be
beneficially owned by Blake M. Roney, with respect to which he has
shared power to dispose or direct the disposition, Blake M. Roney
would have shared power to dispose or direct the disposition of
10,646,358 shares of Class A Common Stock as follows: 9,853,638 shares
of Class A Common Stock held indirectly by his wife as a co-manager of
BMR NS-Holdings, LLC that she has the sole power to vote or direct the
vote pursuant to the governing documents of said limited liability
company; and 792,720 shares of Class A Common Stock held indirectly as
a co-trustee of The One Foundation.
Nancy L. Roney:
(a) Nancy L. Roney beneficially owns or may be deemed to beneficially own
10,646,356 shares of Class A Common Stock as follows: 2,268,679 shares
of Class A Common Stock and 8,377,677 shares of 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. 4,504,205 shares of Class A
Common Stock and 15,203,069 shares of Class B Common Stock are held by
BMR NS-Holdings, LLC, a limited liability company owned entirely by
the Reporting Persons. The Reporting Persons are also the sole
managers of the limited liability company and have the sole right to
exercise all voting and dispositive power with respect to the
Page 6 of 9
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP 67019T-10-5
shares held by the limited liability company. The filing of the above
statement shall not be construed as an admission that Nancy L. Roney
is, for the purposes of Section 13(d) or 13(g) of the Securities
Exchange Act of 1934, as amended, the beneficial owner of 16,577
shares of Class A Common Stock and 776,143 shares of Class B Common
Stock held indirectly as a co-trustee of The One Foundation which were
included in the 10,646,356 shares of Common Stock referenced above.
(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 8,377,677 shares of
Class B Common Stock beneficially owned or that may be deemed to be
beneficially owned by Nancy L. Roney, she would beneficially own or
may be deemed to beneficially own 10,646,356 shares of Class A Common
Stock which would constitute 26.8% of the number of shares of 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 8,377,677 shares of Class B Common Stock
beneficially owned or that may be deemed to be beneficially owned by
Nancy L. Roney, she would beneficially own or may be deemed to
beneficially own 10,646,356 shares of Class A Common Stock which would
constitute 2.2% of the aggregate voting power of the Issuer.
Assuming no conversion of the outstanding 8,377,677 shares of Class B
Common Stock beneficially owned or that may be deemed to be
beneficially owned by Nancy L. Roney, she would beneficially own or
may be deemed to beneficially own 2,268,679 shares of Class A Common
Stock and 8,377,677 shares of Class B Common Stock which would
constitute 15.1% of the aggregate voting power of the Issuer and 12.5%
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 7,601,534 shares of Class B
Common Stock beneficially owned or that may be deemed to be
beneficially owned by Nancy L. Roney, with respect to which she has
sole power to vote or direct the vote, Nancy L. Roney would have sole
power to vote or direct the vote of 9,853,636 shares of Class A Common
Stock held indirectly as a co-manager of BMR NS-Holdings, LLC with
respect to which she has the sole power to vote or direct the vote
pursuant to the governing documents of said limited liability company.
(ii) Assuming conversion of all outstanding 776,143 shares of Class B
Common Stock beneficially owned or that may be deemed to be
beneficially
Page 7 of 9
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP 67019T-10-5
owned by Nancy L. Roney, with respect to which she has shared power to
vote or direct the vote, Nancy L. Roney would have shared power to
vote or direct the vote of 792,720 shares of Class A Common Stock held
indirectly as a co-trustee of The One Foundation.
(iii) Assuming conversion of all outstanding 7,601,534 shares of Class
B Common Stock beneficially owned or that may be deemed to be
beneficially owned by Nancy L. Roney, with respect to which she has
sole power to dispose or direct the disposition, Nancy L. Roney would
have sole power to dispose or direct the disposition of 9,853,636
shares of Class A Common Stock held indirectly as a co-manager of BMR
NS-Holdings, LLC with respect to which she has the sole power to vote
or direct the vote pursuant to the governing documents of said limited
liability company.
(iv) Assuming conversion of all outstanding 776,143 of Class B Common
Stock beneficially owned or that may be deemed to be beneficially
owned by Nancy L. Roney, with respect to which she has shared power to
dispose or direct the disposition, Nancy L. Roney would have shared
power to dispose or direct the disposition of 792,720 shares of Class
A Common Stock held indirectly as a co-trustee of The One 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.
Item 10 Certification.
Not applicable.
The undersigned by signing below hereby confirm this joint filing is being made
on behalf of each of them.
Page 8 of 9
SCHEDULE 13G (AMENDMENT NO. 4)
CUSIP 67019T-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/Blake M. Roney
By: Blake M. Roney
Dated: February 14, 2001
/s/Nancy L. Roney
By: Nancy L. Roney
Dated: February 14, 2001
Page 9 of 9