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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549

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SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 4)

 

Craft Brew Alliance, Inc.

(Name of Issuer)

Common Stock, Par Value $0.005 per share

(Title of Class of Securities)

224122 10 1

(CUSIP Number)

Kurt R. Widmer

Craft Brew Alliance, Inc.

929 North Russell Street

Portland, Oregon  97227-1733

Telephone:  (503) 281-2437

(Name, Address, and Telephone Number of Person Authorized

to Receive Notices and Communications)

Copy to:

Mary Ann Frantz

Miller Nash LLP

111 S.W. Fifth Avenue, Suite 3400

Portland, Oregon  97204

Telephone:  (503) 224-5858

August 30, 2013

(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

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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CUSIP 224122 101

Page 2 of 6 pages

 

13D

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This Amendment No. 4 amends the Schedule 13D/A filed by the Reporting Persons with the U.S. Securities and Exchange Commission (the “SEC”) on January 22, 2013 ("Amendment No. 3") to reflect the current ownership interest percentage of the Reporting Persons in the Issuer’s common stock, $0.005 par value (“Common Stock”). This change in ownership percentage resulted from the Reporting Persons having sold a total of 155,000 shares of Common Stock through a series of transactions (as reported on Form 4s filed with the SEC from March 18, 2013 through August 21, 2013). The reporting persons sold an additional 102,000 shares as reported on Form 4s filed with the SEC on August 26, 2013 and September 3, 2013.

Item 4.

Purpose of Transaction.

Each Reporting Person may acquire or dispose of shares of Common Stock from time to time for personal reasons.  Mr. Widmer may, in the ordinary course of acting in his capacity as Chairman of the Board of Directors (the “Board”) of the Issuer, engage in activities relating to the strategy, business, assets, operations, capital structure, financial condition, extraordinary corporate transactions, and corporate governance of the Issuer.

On December 3, 2012, Mr. Widmer entered into a 10b5-1 Sales Plan (the "Plan") with Merrill Lynch, Pierce, Fenner & Smith Incorporated (the “Broker”) in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, pursuant to which the Broker was authorized and directed to sell up to 155,000 shares of Common Stock from January 2, 2013 through December 31, 2013, subject to satisfaction of certain events, including among others, sale price and volume limitations.

Item 5.

Interest in Securities of the Issuer.

(a)–(b)  Each of the Reporting Persons beneficially owns 1,412,281 shares of Common Stock, or 7.5 percent (based on 18,937,241 shares of Common Stock outstanding as of July 30, 2013, as reported on the Company's Quarterly Report on Form 10-Q filed August 7, 2013).  Each of the Reporting Persons has shared power to direct the vote and shared power to dispose of 1,412,281 shares of Common Stock.

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Note 1 - Multiple open market sales transactions were executed on this date. The range of sales prices for these transactions is to the right, if applicable.  The Reporting Persons will provide to the staff complete information regarding each of these transactions upon request.

Note 2 - Shares were sold by Mr. Widmer's spouse pursuant to a 10b5-1 Sales Plan dated December 4, 2012.

Note 3 - Shares were sold by Mr. Widmer's spouse.

Item 6.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

The Plan described in Item 4 above was entered into between Mr. Widmer and the Broker effective December 3, 2012.  The Plan was structured to satisfy the conditions of Rule 10b5-1(c). Pursuant to the Plan, the Broker was authorized and directed to sell on Mr. Widmer’s behalf up to 150,000 shares of Common Stock between January 2, 2013 and December 31, 2013, subject to certain conditions, including, among others, trading price and volume limitations. The foregoing description is qualified in its entirety by reference to the Plan, a copy of which was filed as Exhibit 99.2 to Amendment No. 3 dated January 22, 2013.

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Item 7.

Material to be Filed as Exhibits.

 

Exhibit 99.1 –

Joint Filing Agreement dated February 11, 2010 is filed as Exhibit 99.1 to Schedule 13D filed February 16, 2010 and is incorporated herein by reference.

Exhibit 99.2 –

Rule 10b5-1 Sales Plan between Kurt R. Widmer and Merrill Lynch, Pierce, Fenner & Smith Incorporated dated December 3, 2012 is filed as Exhibit 99.2 to Schedule 13D filed January 22, 2013 and is incorporated herein by reference.

 

 

SIGNATURES

After reasonable inquiry and to the best of our knowledge and belief, we certify that the information set forth in this Statement is true, complete and correct.

Attention:  Intentional misstatements or omissions of fact constitute Federal criminal violations.  (See 18 U.S.C. 1001.)

 

 

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