13-G 2013 401(k)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 
SCHEDULE 13G

Under the Securities Exchange Act of 1934
(Amendment No. 8)*
 
 
 
 
 
Publix Super Markets, Inc.
 
 
(Name of Issuer)
 
 
 
Common Stock, Par Value $1.00 Per Share
 
 
(Title of Class of Securities)
 
 
 
 
None
 
 
 
 
 
(CUSIP Number)
 
 
December 31, 2013
(Date of Event which Requires Filing of this Statement)
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
X
 
Rule 13d-1(b)
 
 
 
 
 
Rule 13d-1(c)
 
 
 
 
 
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.

Page 1 of 6


SCHEDULE 13G
CUSIP No. None    Page 2 of 6 Pages

1

 
Names of Reporting Persons
    
 
 
 
 
I.R.S. Identification Nos. of above persons (entities only)
 
 
 
 
Publix Super Markets, Inc. 401(k) SMART Plan
 
 
2

 
Check the Appropriate Box if a Member of a Group
 
 
 
 
(a)
 
 
 
(b)
X
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
3

 
SEC Use Only
 
 
4

 
Citizenship or Place of Organization
 
 
 
Florida
 
 
 
 
 
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
—

 
6
Shared Voting Power
—

 
7
Sole Dispositive Power
—

 
8
Shared Dispositive Power
69,232,457

 
9

 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
 
 
69,232,457
 
 
 
 
10

 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
 
 
 
 
Not applicable.
 
 
11

 
Percent of Class Represented by Amount in Row (9)
 
 
 
 
8.9%
 
 
 
 
 
12

 
Type of Reporting Person
 
 
EP
 
 
 
 
 
 
 
 
 




SCHEDULE 13G
CUSIP No. None    Page 3 of 6 Pages

1

 
Names of Reporting Persons
    
 
 
 
 
I.R.S. Identification Nos. of above persons (entities only)
 
 
 
 
Tina P. Johnson
 
 
2

 
Check the Appropriate Box if a Member of a Group
 
 
 
 
(a)
 
 
 
(b)
X
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
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
69,232,457

 
6
Shared Voting Power
—

 
7
Sole Dispositive Power
—

 
8
Shared Dispositive Power
69,232,457

 
9

 
Aggregate Amount Beneficially Owned by Each Reporting Person
 
 
 
 
69,232,457
 
 
 
 
10

 
Check if the Aggregate Amount in Row (9) Excludes Certain Shares
 
 
 
 
Not applicable.
 
 
11

 
Percent of Class Represented by Amount in Row (9)
 
 
 
 
8.9%
 
 
 
 
 
12

 
Type of Reporting Person
 
 
IN
 
 
 
 
 
 
 
 
 




SCHEDULE 13G
CUSIP No. None    Page 4 of 6 Pages
EXPLANATORY NOTE: This eighth amendment to the initial statement is being filed to reflect changes in the holdings of the Publix Super Markets, Inc. 401(k) SMART Plan (“SMART Plan”) during 2013. The joint filing agreement of the reporting persons is attached as Exhibit 1.
 
 
 
 
 
 
 
Item 1 (a).
Name of Issuer:
 
 
Publix Super Markets, Inc.
 
Item 1 (b).
Address of Issuer’s Principal Executive Offices:
 
 
3300 Publix Corporate Parkway, Lakeland, FL 33811
 
Item 2 (a).
Name of Person Filing:
 
 
Publix Super Markets, Inc. 401(k) SMART Plan
 
 
Tina P. Johnson
 
Item 2 (b).
Address of Principal Business Office or, if none, Residence:
 
 
3300 Publix Corporate Parkway, Lakeland, FL 33811
 
Item 2 (c).
Citizenship:
 
 
The Publix Super Markets, Inc. 401(k) SMART Plan was formed under Florida law.
 
 
Tina P. Johnson is a United States citizen.
 
Item 2 (d).
Title of Class of Securities:
 
 
Common Stock, Par Value $1.00 Per Share
 
Item 2 (e).
CUSIP Number:
 
 
None
 
 
 
 
Item 3.
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
 
 
f.
x
An employee benefit plan or endowment fund in accordance with

 
 
 
 
Rule 13d-1(b)(1)(ii)(F).
 
 



SCHEDULE 13G
CUSIP No. None    Page 5 of 6 Pages
Item 4.    Ownership
Information regarding ownership of common stock of the issuer:
(a-b) Amount beneficially owned and percent of class:
Together the reporting persons are deemed to beneficially own an aggregate of 69,232,457 shares of the Company’s common stock, representing an aggregate of approximately 8.9% of the total outstanding shares of the Company’s common stock as follows:
As of December 31, 2013, the SMART Plan was the beneficial owner, as that term is defined under Rule 13d-3 under the Securities Exchange Act of 1934, as amended, of a total of 69,232,457 shares of the Company’s common stock or approximately 8.9% of the total outstanding shares of the Company’s common stock.
Changes that have occurred in the total number of shares of the Company’s common stock held by the SMART Plan since the filing of the seventh amendment to the initial statement are reflected in Schedule 1 attached hereto. All such changes have been in accordance with the terms of the SMART Plan.
In Tina Johnson’s capacity as a trustee of the SMART Plan, Ms. Johnson is deemed to have sole voting and shared dispositive power over shares held by the SMART Plan. She is therefore deemed to be the beneficial owner of an aggregate of 69,232,457 shares of the Company’s common stock or approximately 8.9% of the total outstanding shares of the Company’s common stock.
c.    Regarding the number of shares as to which each reporting person has:
i.    Sole power to vote or to direct the vote: see line 5 of the cover sheets.
ii.     Shared power to vote or to direct the vote: see line 6 of the cover sheets.
iii.    Sole power to dispose or to direct the disposition of: see line 7 of the cover sheets.
iv.    Shared power to dispose or to direct the disposition of: see line 8 of the cover sheets.
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
Participants in the SMART Plan have the right to direct the investment and disposition of the funds held in their plan accounts into and out of the Company’s common stock through the Publix Stock Fund offered under the SMART Plan. Vested participants also have the right upon termination, pursuant to the terms of the SMART Plan, to elect an in-kind distribution of the Company’s common stock to the extent of their holdings in the Publix Stock Fund. Accordingly, any dividends on the Company’s common stock and the proceeds from the sale of the Company’s common stock are credited to participants who have elected to invest in and/or dispose of such common stock.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person
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
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.



SCHEDULE 13G
CUSIP No. None
Page 6 of 6 Pages
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, 2014
 
Publix Super Markets, Inc.
 
 
401(k) SMART Plan
 
 
By:
/s/ Tina P. Johnson
 
 
 
Tina P. Johnson
 
 
 
Trustee
 
 
By:
Publix Super Markets, Inc.
 
 
 
Plan Administrator
 
 
By:
/s/ Linda S. Kane
 
 
 
Linda S. Kane
 
 
 
Vice President Benefits
 
 
 
Administration and
 
 
 
Assistant Secretary
 
 
 
 




SCHEDULE 1
SHARES HELD BY PUBLIX SUPER MARKETS, INC.
401(k) SMART PLAN
Date
 
Shares
Acquired
 
Shares
Disposed of
 
Balance
 
Description of Transaction
 
 
 
 
 
 
 
 
 
 
 
Beginning Balance
 
66,290,500
 
 
Jan-13
 
 
 
68,622

 
66,221,878
 
Distributions to participants
Feb-13
 
 
 
99,193

 
66,122,685
 
Distributions to participants
Mar-13
 
1,074,323

 
 
 
67,197,008
 
Company contribution
Mar-13
 
2,815,299

 
 
 
70,012,307
 
Purchases by participants
Mar-13
 
 
 
1,598,974

 
68,413,333
 
Redemptions by participants
Mar-13
 
 
 
70,074

 
68,343,259
 
Distributions to participants
Apr-13
 
 
 
60,433

 
68,282,826
 
Distributions to participants
May-13
 
751,088

 
 
 
69,033,914
 
Purchases by participants
May-13
 
 
 
818,913

 
68,215,001
 
Redemptions by participants
May-13
 
 
 
48,311

 
68,166,690
 
Distributions to participants
Jun-13
 
 
 
69,643

 
68,097,047
 
Distributions to participants
Jul-13
 
 
 
32,986

 
68,064,061
 
Distributions to participants
Aug-13
 
2,143,184

 
 
 
70,207,245
 
Purchases by participants
Aug-13
 
 
 
1,015,678

 
69,191,567
 
Redemptions by participants
Aug-13
 
 
 
89,978

 
69,101,589
 
Distributions to participants
Sep-13
 
 
 
78,854

 
69,022,735
 
Distributions to participants
Oct-13
 
 
 
59,066

 
68,963,669
 
Distributions to participants
Nov-13
 
1,250,400

 
 
 
70,214,069
 
Purchases by participants
Nov-13
 
 
 
968,553

 
69,245,516
 
Redemptions by participants
Nov-13
 
 
 
7,577

 
69,237,939
 
Distributions to participants
Dec-13
 
 
 
5,482

 
69,232,457
 
Distributions to participants
 
 
8,034,294

 
5,092,337