UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 13)*
Shoe Carnival, Inc.
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
824889109
(CUSIP Number)
December 31, 2023
(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 shallbe filled out for a reporting person's
initial filing on this form with respect to the subject class of securities,
and for anysubsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder ofthis cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities Exchange
Actof 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisionsof the Act (however, see
the Notes).
(continued on the following pages)
CUSIP No. 824889109 13G
1 NAMES OF REPORTING PERSONS
J. Wayne Weaver
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
..
(b)
x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER OF 3,888,029
SHARES
BENEFICIALLY OWNED BY
EACH REPORTING
PERSON WITH:
6 SHARED VOTING POWER
4,999,844 (1)
7 SOLE DISPOSITIVE POWER
3,888,029
8 SHARED DISPOSITIVE POWER
4,999,844 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,887,873 (1)
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
..
N/A
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
32.8% (1)(2)
12 TYPE OF REPORTING PERSON (See Instructions)
IN
(1) Includes 4,999,844 shares owned byMr. Weaver's spouse.
(2) Based on 27,131,563 outstandingshares of the Issuer's common stock as of
November 24, 2023, as reported by the Issuer in its Quarterly Report on Form
10-Qfor the period ended October 28, 2023, filed with the Securities and
Exchange Commission on December 1, 2023.
CUSIP No. 824889109 13G
1 NAMES OF REPORTING PERSONS
Delores B. Weaver
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)
(a)
..
(b)
x
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
5 SOLE VOTING POWER
NUMBER OF 4,999,844
SHARES
BENEFICIALLY OWNED BY
EACH REPORTING
PERSON WITH:
6 SHARED VOTING POWER
3,888,029 (1)
7 SOLE DISPOSITIVE POWER
4,999,844
8 SHARED DISPOSITIVE POWER
3,888,029 (1)
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
8,887,873 (1)
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions)
..
N/A
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
32.8% (1)(2)
12 TYPE OF REPORTING PERSON (See Instructions)
IN
(1) Includes 3,888,029 shares beneficially owned by Mrs. Weaver'sspouse.
(2) Based on 27,131,563 outstandingshares of the Issuer's common stock as of
November 24, 2023, as reported by the Issuer in its Quarterly Report on Form
10-Qfor the period ended October 28, 2023, filed with the Securities and
Exchange Commission on December 1, 2023.
Item 1.
(a) Name of Issuer
Shoe Carnival, Inc. (the "Issuer")
(b) Address of Issuer's Principal Executive Offices
7500 East Columbia Street
Evansville, Indiana 47715
Item 2.
(a) Name of Person Filing
(i) J. Wayne Weaver
(ii) Delores B. Weaver
(b) Address of Principal Business Office or, if none, Residence
(i) J. Wayne Weaver
7500 East Columbia Street
Evansville, Indiana 47715
(ii) Delores B. Weaver
7500 East Columbia Street
Evansville, Indiana 47715
(c) Citizenship
(i) J. Wayne Weaver: United States
(ii) Delores B. Weaver: United States
(d) Title of Class of Securities
Common Stock, par value $0.01 per share ("CommonStock")
(e) CUSIP Number
824889109
Item 3. If this statement is filed pursuant to (s)(s) 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a) .. Broker or dealer registered
under section 15 of the Act.
(b) .. Bank as defined in section
3(a)(6) of the Act.
(c) .. Insurance company as defined in
section 3(a)(19) of the Act.
(d) .. Investment company registered under section
8 of the Investment Company Act of 1940.
(e) .. An investment adviser in accordance
with (s) 240.13d-1(b)(1)(ii)(E).
(f) .. An employee benefit plan or endowment fund in
accordance with (s) 240.13d-1(b)(1)(ii)(F).
(g) .. A parent holding company or control person in
accordance with (s) 240.13d-1(b)(1)(ii)(G).
(h) .. A savings association as defined in Section
3(b) of the Federal Deposit Insurance Act.
(i) .. A church plan that is excluded from the definition of an investment
company under section 3(c)(14) of the Investment Company Act of 1940.
(j) .. A non-U.S. institution in accordance
with (s) 240.13d-1(b)(1)(ii)(J).
(k) .. Group, in accordance with
(s) 240.13d-1(b)(1)(ii)(K).
Item 4. Ownership
(a) Amount Beneficially Owned
(i) J. Wayne Weaver: 8,887,873 shares (1)
(ii) Delores B. Weaver: 8,887,873 shares (2)
(b) Percent of Class
(i) J. Wayne Weaver: 32.8% (1)(3)
(ii) Delores B. Weaver: 32.8% (2)(3)
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote
(i) J. Wayne Weaver: 3,888,029
(ii) Delores B. Weaver: 4,999,844
(ii) Shared power to vote or to direct the vote
(i) J. Wayne Weaver: 4,999,844 (1)
(ii) Delores B. Weaver: 3,888,029 (2)
(iii) Sole power to dispose or to direct the disposition of
(i) J. Wayne Weaver: 3,888,029
(ii) Delores B. Weaver: 4,999,844
(iv) Shared power to dispose or to direct the disposition of
(i) J. Wayne Weaver: 4,999,844 (1)
(ii) Delores B. Weaver: 3,888,029 (2)
(1) Includes 4,999,844 shares owned by Mr. Weaver's spouse.
(2) Includes 3,888,029 shares owned by Mrs. Weaver's spouse.
(3) The percentage of shares beneficially owned is based on 27,131,563 outstanding
shares of the Issuer's common stock as of November 24, 2023, as reported by the
Issuer in its Quarterly Report on Form 10-Q for the period ended October 28,
2023, filed with the Securities and Exchange Commission on December 1, 2023.
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report thefact that as of the date hereof
the reporting person has ceased to be the beneficial owner of more than five
percent of the class ofsecurities, check the following
..
.
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 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
Not Applicable
SIGNATURE
After reasonable inquiry and to the best of myknowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: February 13, 2024
By: /s/ J. Wayne Weaver
J./Wayne Weaver
By: /s/ Delores B. Weaver
Delores B. Weaver