SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 25)

 

 

Conn’s Inc.

(Name of Issuer)

Common Stock, par value $.01 per share

(Title of Class of Securities)

208242107

(CUSIP Number)

Todd Ferguson

Stephens Investments Holdings LLC

111 Center Street

Little Rock, AR 72201

(501) 377-2573

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

December 18, 2023

(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 ☐.

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.

 

 

*

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 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).

 

 

 

CUSIP No. 208242107    Page 2 of 29

 

SCHEDULE 13D

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Stephens Investments Holdings LLC

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 AF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 560,756

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 560,756

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 560,756

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 2.3

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 3 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Stephens Inc.

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 WC

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☒

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 82,430

    8  

 Shared Voting Power

 

 43,913

    9  

 Sole Dispositive Power

 

 82,430

   10  

 Shared Dispositive Power

 

 43,913

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 126,343

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.5

 14  

 Type of Reporting Person (See Instructions)

 

 BD, CO

CUSIP No. 208242107    Page 4 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Harriet C. Stephens Trust

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 WC

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 262,852

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 262,852

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 262,852

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 1.1

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 5 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Curtis F. Bradbury, Jr.

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 195,194

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 195,194

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 195,194

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.8

 14  

 Type of Reporting Person (See Instructions)

 

 IN

CUSIP No. 208242107    Page 6 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Douglas H. Martin

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 PF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 177,347

    8  

 Shared Voting Power

 

 1,600

    9  

 Sole Dispositive Power

 

 177,347

   10  

 Shared Dispositive Power

 

 1,600

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 178,947

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.7

 14  

 Type of Reporting Person (See Instructions)

 

 IN

CUSIP No. 208242107    Page 7 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Warren A. Stephens

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 PF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 1,374,791

    8  

 Shared Voting Power

 

 1,018,551

    9  

 Sole Dispositive Power

 

 1,374,791

   10  

 Shared Dispositive Power

 

 1,018,551

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 2,393,342

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 9.7

 14  

 Type of Reporting Person (See Instructions)

 

 IN

CUSIP No. 208242107    Page 8 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Harriet C. Stephens

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 PF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power

 

 974,638

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power

 

 974,638

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 974,638

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 4.0

 14  

 Type of Reporting Person (See Instructions)

 

 IN

CUSIP No. 208242107    Page 9 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Harriet and Warren Stephens Family Foundation

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 PF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 11,000

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 11,000

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 11,000

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.0

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 10 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Miles A. Stephens WAS Grantor Trust

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 128,450

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 128,450

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 128,450

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.5

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 11 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 John C. Stephens WAS Grantor Trust

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 128,450

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 128,450

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 128,450

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.5

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 12 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Laura W. Stephens WAS Grantor Trust

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 128,450

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 128,450

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 128,450

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.5

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 13 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Paula W. & John P. Calhoun Family Trust - WMAS

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 0

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.0

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 14 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Paula W. & John P. Calhoun Family Trust - JCS

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 113,734

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 113,734

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 113,734

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.5

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 15 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Paula W. & John P. Calhoun Family Trust - LWS

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 113,734

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 113,734

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 113,734

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.5

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 16 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Warren Miles Amerine Stephens

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 997,960

    8  

 Shared Voting Power

 

 227,468

    9  

 Sole Dispositive Power

 

 997,960

   10  

 Shared Dispositive Power

 

 227,468

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 1,225,428

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 5.0

 14  

 Type of Reporting Person (See Instructions)

 

 IN

CUSIP No. 208242107    Page 17 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 John Calhoun Stephens

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 PF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 861,607

    8  

 Shared Voting Power

 

 227,468

    9  

 Sole Dispositive Power

 

 861,607

   10  

 Shared Dispositive Power

 

 227,468

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 1,089,075

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 4.4

 14  

 Type of Reporting Person (See Instructions)

 

 IN

CUSIP No. 208242107    Page 18 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Laura Whitaker Stephens

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 PF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 460,787

    8  

 Shared Voting Power

 

 227,468

    9  

 Sole Dispositive Power

 

 460,787

   10  

 Shared Dispositive Power

 

 227,468

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 688,255

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 2.8

 14  

 Type of Reporting Person (See Instructions)

 

 IN

CUSIP No. 208242107    Page 19 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Warren Miles Amerine Stephens Family Trust One

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 PF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 0

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.0

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 20 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 John Calhoun Stephens Family Trust One

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 PF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 143,333

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 143,333

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 143,333

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.6

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 21 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Laura Whitaker Stephens Family Trust One

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 PF

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 143,334

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 143,334

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 143,334

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.6

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 22 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 WAS Family Trust Five

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 0

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 0

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 0

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 0.0

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 23 of 29

 

 1   

 Name of Reporting Persons

 I.R.S. Identification No. of Above Persons (entities only)

 

 Warren A. Stephens Trust

 2  

 Check the Appropriate Box if a Member of a Group (See Instructions)

 

 (a) ☐  (b) ☒

 3  

 SEC Use Only

 

 4  

 Source of Funds (See Instructions)

 

 OO

 5  

 Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)

 

 ☐

 6  

 Citizenship or Place of Organization

 

 Arkansas

NUMBER OF

SHARES

BENEFICIALLY 

OWNED BY

EACH

REPORTING

PERSON

WITH

 

     7   

 Sole Voting Power

 

 446,605

    8  

 Shared Voting Power

 

 0

    9  

 Sole Dispositive Power

 

 446,605

   10  

 Shared Dispositive Power

 

 0

 11   

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 446,605

 12  

 Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)

 

 ☐

 13  

 Percent of Class Represented by Amount in Row (11)

 

 1.8

 14  

 Type of Reporting Person (See Instructions)

 

 OO

CUSIP No. 208242107    Page 24 of 29

 

Introductory Statement

This Amendment No. 25 to Schedule 13D relates to the Common Stock, par value $.01 per share (the “Common Stock”), of Conn’s Inc., a Delaware corporation (the “Issuer”). This Amendment No. 25 amends and supplements (i) the statement originally filed on December 18, 2003 with the Securities and Exchange Commission (the “Commission”) by the reporting persons, (ii) Amendment No. 1 to the statement filed on June 2, 2004 with the Commission by the reporting persons, (iii) Amendment No. 2 to the statement filed on September 17, 2007 with the Commission by the reporting persons, (iv) Amendment No. 3 to the statement filed on February 1, 2008 with the Commission by the reporting persons, (v) Amendment No. 4 to the statement filed on October 8, 2008 with the Commission by the reporting persons, (vi) Amendment No. 5 to the statement filed on November 18, 2009 with the Commission by the reporting persons, (vii) Amendment No. 6 to the statement filed on October 22, 2010 with the Commission by the reporting persons, (viii) Amendment No. 7 to the statement filed on November 9, 2010 with the Commission by the reporting persons, (ix) Amendment No. 8 to the statement filed on December 15, 2010 with the Commission by the reporting persons, (x) Amendment No. 9 to the statement filed on January 13, 2012 with the Commission by the reporting persons, (xi) Amendment No. 10 to the statement filed on April 23, 2012 with the Commission by the reporting persons, (xii) Amendment No. 11 to the statement filed on December 12, 2012 with the Commission by the reporting persons, (xiii) Amendment No. 12 to the statement filed on January 10, 2013 with the Commission by the reporting persons, (xiv) Amendment No. 13 to the statement filed on December 10, 2013 with the Commission by the reporting persons, (xv) Amendment No. 14 to the statement filed on February 29, 2016 with the Commission by the reporting persons, (xvi) Amendment No. 15 to the statement filed on March 21, 2016 with the Commission by the reporting persons, (xvii) Amendment No. 16 to the statement filed on April 8, 2016 with the Commission by the reporting persons, (xviii) Amendment No. 17 to the statement filed on July 20, 2016 with the Commission by the reporting persons, (xix) Amendment No. 18 to the statement filed on September 26, 2016, (xx) Amendment No. 19 to the statement filed on January 7, 2019, (xxi) Amendment No. 20 to the statement filed on May 13, 2019, (xxii) Amendment No. 21 to the statement filed on February 10, 2020, (xxiii) Amendment No. 22 to the statement filed on January 8, 2021, (xxiv) Amendment No. 23 to the statement filed on February 8, 2021, and (xxv) Amendment No. 24 to the statement filed on December 6, 2021 (collectively, the “Prior Filings” and collectively with this Amendment No. 25, this “Statement”). Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed thereto in the Prior Filings. Except as set forth below, there are no changes to the Prior Filings.

 

ITEM 4.

PURPOSE OF THE TRANSACTION

Item 4 of the Statement is hereby amended to add the following: As reported by the Issuer in Item 1.01 (Entry into a Material Definitive Agreement) on its Current Report on Form 8-K filed on December 21, 2023 (the “Form 8-K”), the Issuer, Franchise Group Newco BHF, LLC, Freedom VCM Interco Holdings, Inc., and certain stockholders of the Issuer (the “Stockholders”) including the reporting persons entered into voting agreements (the “Voting Agreements”) on December 18, 2023. Under the Voting Agreements, the Stockholders agreed to vote their respective shares of Common Stock for or against certain matters at a special stockholder’s meeting to be called by the Issuer. Also as reported in Item 1.01 of the Form 8-K, on December 18, 2023 the Issuer entered into an Amendment No. 1 (the “DDTL Amendment”) to Delayed Draw Term Loan and Security Agreement, dated as of July 31, 2023, (“Term Loan Agreement”) by and among the Issuer, as parent and guarantor, and certain other parties including Stephens Investments Holdings LLC. The foregoing descriptions of the Voting Agreements, the DDTL Amendment, and the Term Loan Agreement are a summary of such agreements and are qualified in their entirety by reference to the Form 8-K and the complete text of such agreements, copies of which are filed as exhibits to the Form 8-K. Except to the extent provided above, the reporting persons have no plans or proposals which relate to or would result in any of the matters described in subsections (a) through (j) of Item 4.

CUSIP No. 208242107    Page 25 of 29

 

ITEM 5.

INTEREST IN SECURITIES OF THE ISSUER

Items 5(a) and 5(b) of the Statement are amended and restated to read in their entirety as follows:

(a, b) The following table discloses the beneficial ownership of the Common Stock by the reporting persons and their respective directors and control persons. Because of interrelationships among the various reporting persons, certain shares of the Common Stock may be reported as being beneficially owned by more than one person. The reporting persons beneficially own, in the aggregate, 5,315,305 shares of the Common Stock.

 

Name

    Number of
Shares
Beneficially
Owned		      Percent of
Outstanding
Shares(1)		      Voting Power      Dispositive Power  
                   Sole      Shared      Sole      Shared  

Stephens Investments Holdings LLC

      560,756        2.3        560,756        0        560,756        0  

Stephens Inc.(2)

      126,343        0.5        82,430        43,913        82,430        43,913  

Harriet C. Stephens Trust

      262,852        1.1        262,852        0        262,852        0  

Curtis F. Bradbury, Jr.(3)

      195,194        0.8        195,194        0        195,194        0  

Douglas H. Martin(4)

      178,947        0.7        177,347        1,600        177,347        1,600  

Warren A. Stephens(5)

      2,393,342        11.0        1,374,791        1,018,551        1,374,791        1,018,551  

Harriet C. Stephens(6)

      974,638        4.0        0        974,638        0        974,638  

Harriet and Warren Stephens Family Foundation

      11,000        0.0        11,000        0        11,000        0  

Miles A. Stephens WAS Grantor Trust

      128,450        0.5        128,450        0        128,450        0  

John C. Stephens WAS Grantor Trust

      128,450        0.5        128,450        0        128,450        0  

Laura W. Stephens WAS Grantor Trust

      128,450        0.5        128,450        0        128,450        0  

Paula W. & John P. Calhoun Family Trust - WMAS

      0        0.0        0        0        0        0  

Paula W. & John P. Calhoun Family Trust - JCS

      113,734        0.5        113,734        0        113,734        0  

Paula W. & John P. Calhoun Family Trust - LWS

      113,734        0.5        113,734        0        113,734        0  

Warren Miles Amerine Stephens(7)

      1,225,428        5.0        382,186        843,242        382,186        843,242  

John Calhoun Stephens(8)

      1,089,075        4.4        861,607        227,468        861,607        227,468  

Laura Whitaker Stephens(9)

      688,255        2.8        460,787        227,468        460,787        227,468  

Warren Miles Amerine Stephens Family Trust One

      0        0.0        0        0        0        0  

John Calhoun Stephens Family Trust One

      143,333        0.5        143,333        0        143,333        0  

Laura Whitaker Stephens Family Trust One

      143,334        0.5        143,334        0        143,334        0  

CUSIP No. 208242107    Page 26 of 29

 

Name

    Number of
Shares
Beneficially
Owned		      Percent of
Outstanding
Shares(1)		      Voting Power      Dispositive Power  
                   Sole      Shared      Sole      Shared  

WAS Family Trust Five

      0        0.0        0        0        0        0  

Warren A. Stephens Trust

      446,605        1.8        446,605        0        446,605        0  

(1) Based on 24,550,113 shares of the Common Stock reported by the Issuer as outstanding as of December 11, 2023, as set forth in the Form 10-Q filed by the Issuer on December 18, 2023.

(2) Includes 82,430 shares owned directly, as to which Stephens Inc. has sole voting power and sole dispositive power, and 43,913 shares held in discretionary trading accounts on behalf of Stephens Inc. clients as to which the firm may be deemed to have shared voting power and shared dispositive power.

(3) Shares owned indirectly through Bradbury Holdings LLLP, a limited liability limited partnership owned by reporting person.

(4) Includes 75,000 shares owned by Martin Family December 2023 Trust, and 55,270 shares owned by Douglas H. Martin Trust UID 4-18-2014, as to which Mr. Martin, as sole Trustee of the trusts, has sole voting power and sole dispositive power. Also includes 1,600 shares owned by Mr. Martin’s children as to which Mr. Martin has shared voting and dispositive power pursuant to powers of attorney. Also includes 47,077 shares owned through a Roth IRA account as to which Mr. Martin has sole voting and dispositive power.

(5) Includes 560,756 shares owned by Stephens Investments Holdings LLC as to which Mr. Stephens, as Manager of the LLC, may be deemed to have sole voting power and sole dispositive power. Also includes 82,430 shares owned by Stephens Inc. as to which Mr. Stephens, as President of Stephens Inc., may be deemed to have sole voting power and sole dispositive power, and 43,913 shares held in discretionary trading accounts on behalf of clients of Stephens Inc. as to which Mr. Stephens, as President of Stephens Inc., may be deemed to have shared voting power and shared dispositive power. Also includes 285,000 shares owned by Warren A. Stephens Roth IRA. Also includes 262,852 shares owned by Harriet C. Stephens Trust, 143,334 shares owned by Laura Whitaker Stephens Family Trust One, 257,452 shares owned by Laura Whitaker Stephens WAS Family Trust Five, and 300,000 shares owned by WAS Family Trust Eight, as to which Harriet C. Stephens is Trustee of the trusts and as to which Mr. Stephens may be deemed to have shared voting and dispositive power with Ms. Stephens. Also includes 11,000 shares owned by Harriet and Warren Stephens Family Foundation as to which Mr. Stephens, as co-trustee, may be deemed to have shared voting power and shared dispositive power with Ms. Stephens. Also includes 446,605 shares owned by Warren A. Stephens Trust UID 9/30/87 for which Mr. Stephens is sole trustee.

(6) Includes 262,852 shares owned by Harriet C. Stephens Trust, 143,334 shares owned by Laura Whitaker Stephens Family Trust One, 257,452 shares owned by Laura Whitaker Stephens Family Trust Five, and 300,000 shares owned by WAS Family Trust Eight, for which Harriet C. Stephens is Trustee and as to which Ms. Stephens may be deemed to have shared voting and dispositive power with Warren Stephens. Also includes 11,000 shares owned by Harriet and Warren Stephens Family Foundation for which Ms. Stephens, as co-trustee, may be deemed to have shared voting power and shared dispositive power with Mr. Stephens.

CUSIP No. 208242107    Page 27 of 29

 

(7) Includes 231,117 shares owned by Miles Stephens WHCT Trust, 128,450 shares owned by Miles A. Stephens WAS Grantor Trust, 22,619 shares owned by Warren Miles Amerine Stephens 2012 Trust, and 615,774 shares owned by WAS GRAT Three, for which Warren Miles Amerine Stephens serves as sole trustee and as to which he has sole voting and dispositive power. Also includes 113,734 shares owned by each of Paula W. & John P. Calhoun Family Trust – JCS, and Paula W. & John P. Calhoun Family Trust – LWS, for which Warren Miles Amerine Stephens, John Calhoun Stephens, and Laura Whitaker Stephens serve as co-trustees and as to which Warren Miles Amerine Stephens has shared voting and dispositive power.

(8) Includes 101,257 shares owned by John Calhoun Stephens Revocable Trust, 231,117 shares owned by John Calhoun Stephens WHCT Trust, 128,450 shares owned by John C. Stephens WAS Grantor Trust, 143,333 shares owned by John Calhoun Stephens WAS Family Trust One, and 257,450 shares owned by John Calhoun Stephens WAS Family Trust Five, for which John Calhoun Stephens serves as sole trustee and has sole voting and dispositive power. Also includes 113,734 shares owned by each of Paula W. & John P. Calhoun Family Trust – JCS and Paula W. & John P. Calhoun Family Trust – LWS for which Warren Miles Amerine Stephens, John Calhoun Stephens, and Laura Whitaker Stephens serve as co-trustees and as to which John Calhoun Stephens has shared voting and dispositive power.

(9) Includes 101,257 shares owned by Laura Whitaker Stephens Revocable Trust, 128,450 shares owned by Laura W. Stephens WAS Grantor Trust, and 231,080 shares owned by Laura Whitaker Stephens WHCT Trust for which Laura Whitaker Stephens serves as sole trustee and as to which she has sole voting and dispositive power. Also includes 113,734 shares owned by each of Paula W. & John P. Calhoun Family Trust – JCS and Paula W. & John P. Calhoun Family Trust – LWS for which Warren Miles Amerine Stephens, John Calhoun Stephens, and Laura Whitaker Stephens serve as co-trustees and as to which Laura Whitaker Stephens has shared voting and dispositive power.

Item 5(c) of the Statement is supplemented by adding the following: The following transactions in the Common Stock have occurred during the past sixty days: On December 26, 2023, Warren A. Stephens Trust transferred for no consideration 300,000 shares of the Common Stock to WAS Family Trust Eight, and Warren Miles Amerine Stephens Revocable Trust transferred for no consideration 615,774 shares of the Common Stock to WMAS GRAT Three. On December 27, 2023, Douglas H. Martin Trust transferred, for no consideration, 75,000 shares of the Common Stock to Martin Family December 2023 Trust, a trust for which Douglas H. Martin serves as sole trustee.

Item 5(e) of the Statement is supplemented by adding the following: On December 22, 2022, Paula W. and John P. Calhoun Family Trust-WMAS, Warren Miles Amerine Stephens Family Trust One, and Warren Miles Amerine Stephens Family Trust Five, ceased to be the beneficial owners of more than five percent of the Common Stock.

 

ITEM 6.

CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER.

Item 6 of the Statement is hereby amended to add the description set forth in Item 4 of this Amendment No. 25.

CUSIP No. 208242107    Page 28 of 29

 

ITEM 7.

MATERIAL TO BE FILED AS EXHIBITS.

Agreement to File Joint Schedule 13D

SIGNATURES

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.

February 2, 2024

Date

 

/s/ Todd Ferguson
Todd Ferguson, as attorney in fact for Stephens Investments Holdings LLC, Stephens Inc., Harriet C. Stephens Trust, Curtis F. Bradbury, Jr., Douglas H. Martin, Warren A. Stephens, Harriet C. Stephens, Harriet and Warren Stephens Family Foundation, Miles A. Stephens WAS Grantor Trust, John C. Stephens WAS Grantor Trust, Laura W. Stephens WAS Grantor Trust, Paula W. & John P. Calhoun Family Trust – WMAS, Paula W. & John P. Calhoun Family Trust – JCS, Paula W. & John P. Calhoun Family Trust – LWS, Warren Miles Amerine Stephens, John Calhoun Stephens, Laura Whitaker Stephens, Warren Miles Amerine Stephens Family Trust One, John Calhoun Stephens Family Trust One, Laura Whitaker Stephens Family Trust One, WAS Family Trust Five, and Warren A. Stephens Trust
CUSIP No. 208242107    Page 29 of 29

 

Exhibit 1

AGREEMENT TO FILE JOINT SCHEDULE 13D

Each of the undersigned, being a record owner or “beneficial owner” of the common stock of Conn’s, Inc. (“Common Stock”), hereby agrees to jointly file a Schedule 13D with respect to their respective holdings of the Common Stock and to include this agreement as an exhibit to such Schedule 13D.

IN WITNESS WHEREOF, each of the undersigned has executed and delivered this agreement as of February 2, 2024.

 

/s/ Todd Ferguson
Todd Ferguson, as attorney in fact for Stephens Investments Holdings LLC, Stephens Inc., Harriet C. Stephens Trust, Curtis F. Bradbury, Jr., Douglas H. Martin, Warren A. Stephens, Harriet C. Stephens, Harriet and Warren Stephens Family Foundation, Miles A. Stephens WAS Grantor Trust, John C. Stephens WAS Grantor Trust, Laura W. Stephens WAS Grantor Trust, Paula W. & John P. Calhoun Family Trust – WMAS, Paula W. & John P. Calhoun Family Trust – JCS, Paula W. & John P. Calhoun Family Trust – LWS, Warren Miles Amerine Stephens, John Calhoun Stephens, Laura Whitaker Stephens, Warren Miles Amerine Stephens Family Trust One, John Calhoun Stephens Family Trust One, Laura Whitaker Stephens Family Trust One, WAS Family Trust Five, and Warren A. Stephens Trust
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