Amendment No. 5 to Schedule 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. 5)*

 

 

 

 

AMERICAN VANGUARD CORPORATION

(Name of Issuer)

 

 

Common Stock, par value $0.10 per share

(Title of Class of Securities)

 

 

030371108

(CUSIP Number)

 

 

December 31, 2008

(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-(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).


SCHEDULE 13G

 

CUSIP No.: 030371108

 

  1  

NAMES OF REPORTING PERSON

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)

 

Eric G. Wintemute

   
  2   CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*  

(a)  ¨

(b)  ¨

  3  

SEC USE ONLY

 

   
  4  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States

   

 

NUMBER OF  

SHARES  

BENEFICIALLY  

OWNED BY  

EACH  

REPORTING  

PERSON  

WITH  

 

 

  5    SOLE VOTING POWER

 

       868,962

 

  6    SHARED VOTING POWER

 

       685,640

 

  7    SOLE DISPOSITIVE POWER

 

       868,962

 

  8    SHARED DISPOSITIVE POWER

 

       685,640

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,554,602

   
10  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

 

 

 

 

¨

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

5.3 % of issued and outstanding Common Stock

   
12  

TYPE OF REPORTING PERSON*

 

IN

   

*SEE INSTRUCTIONS


Item 1(a) Name of Issuer:

 

     American Vanguard Corporation

 

Item 1(b) Address of Issuer’s Principal Executive Offices:

 

     4695 MacArthur Court, Suite 1250
     Newport Beach, California 92660

 

Item 2(a) Name of Person Filing:

 

     Eric G. Wintemute

 

Item 2(b) Address of Principal Business Office:

 

     4695 MacArthur Court, Suite 1250
     Newport Beach, California 92660

 

Item 2(c) Citizenship:

 

     United States

 

Item 2(d) Title of Class of Securities:

 

     Common Stock, par value $0.10 per share

 

Item 2(e) CUSIP Number:

 

     030371108

 

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

     Not Applicable.

 

Item 4. Ownership:

 

  (a) Amount Beneficially Owned: 1,554,602

 

  (b) Percent of Class: 5.3% (based on 29,209,863 shares of Common Stock issued and outstanding shares as of December 31, 2008)

 

  (c) Number of shares as to such persons has:

 

  (i) sole power to vote or to direct the vote: 868,962

 

  (ii) shared power to vote or to direct the vote: 685,640

 

  (iii) sole power to dispose or to direct the disposition of: 868,962

 

  (iv) shared power to dispose or to direct the disposition of: 685,640


The above figures include: (a) 450,000 shares of Common Stock that the reporting person is entitled to acquire pursuant to stock options exercisable within sixty days of the filing of this Schedule 13G; the reporting person disclaims beneficial ownership of such shares until the shares are acquired upon exercise of the options; and (b) 139,336 shares of Common Stock are held in custodial or trustee accounts for the reporting person’s minor children for which the reporting person and/or the reporting person’s spouse act as trustee or custodian; except in his capacity as trustee or custodian for these shares, the reporting person disclaims any other interest therein.

 

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:

 

     The reporting person and/or his spouse have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, 685,640 shares of Common Stock.

 

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 Member of the Group:

 

     Not applicable

 

Item 9. Notice of Dissolution of Group:

 

     Not applicable


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.

Dated : February 13, 2009

 

/s/ Eric G. Wintemute

Eric G. Wintemute

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