UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

SCHEDULE 13G

 

 

Under the Securities Exchange Act of 1934
(Amendment No. 2)*

 

LKQ Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

501889 20 8

(CUSIP Number)

December 31, 2005

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

o

Rule 13d-1(c)

ý

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).

 


 

CUSIP No. 501889 20 8

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Kevin F. Flynn

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

Not Applicable

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
U.S.

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
2,659,612

 

6.

Shared Voting Power 
None

 

7.

Sole Dispositive Power 
2,659,612

 

8.

Shared Dispositive Power
None

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,659,612

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.2%

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

2


 

CUSIP No. 501889 20 8

 

 

1.

Names of Reporting Persons. I.R.S. Identification Nos. of above persons (entities only)
Kevin F. Flynn June, 1992 Non-Exempt Trust

 

 

2.

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

 

 

(a)

o

 

 

(b)

o

 

 

Not Applicable

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
Illinois

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
2,659,612

 

6.

Shared Voting Power 
None

 

7.

Sole Dispositive Power 
2,659,612

 

8.

Shared Dispositive Power
None

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
2,659,612

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
5.2%

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

3


 

Item 1.

 

(a)

Name of Issuer
LKQ Corporation

 

(b)

Address of Issuer’s Principal Executive Offices
120 North LaSalle Street, Suite 3300

Chicago, IL 60602

 

Item 2.

 

(a)

Name of Person Filing
Kevin F. Flynn (“Mr. Flynn”) and

Kevin F. Flynn June, 1992 Non-Exempt Trust (the “Trust”)

 

(b)

Address of Principal Business Office or, if none, Residence
c/o Flynn Enterprises

676 North Michigan Avenue, Suite 4000

Chicago, IL 60611

 

(c)

Citizenship
Mr. Flynn is a U.S. citizen.  The Trust is an Illinois trust.

 

(d)

Title of Class of Securities
Common Stock

 

(e)

CUSIP Number
501889 20 8

 

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:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

4


 

 

(i)

o

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 (15 U.S.C. 80a-3);

 

(j)

o

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Not Applicable

 

Item 4.

Ownership

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

(a)

Amount “beneficially” owned within the meaning of Rule 13d-3:

The 2,659,612 shares of Common Stock beneficially owned are comprised of 2,659,612 shares owned directly by the Trust.

 

(b)

Percent of class:   

5.2% (based on 51,514,314 shares outstanding as of January 18, 2006)

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote

2,659,612

 

 

(ii)

Shared power to vote or to direct the vote

None

 

 

(iii)

Sole power to dispose or to direct the disposition of

2,659,612

 

 

(iv)

Shared power to dispose or to direct the disposition of

None

 

Item 5.

Ownership of Five Percent or Less of a Class

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following   o.

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

 

5


 

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

 

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

 

6


 

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 14, 2006

KEVIN F. FLYNN

 

 

 

By

/s/ Kevin F. Flynn

 

 

 

 

 

 

 

 

KEVIN F. FLYNN JUNE, 1992 NON-EXEMPT
TRUST

 

 

 

 

By

/s/ Kevin F. Flynn

 

 

 

Name: Kevin F. Flynn

 

 

Title: Trustee

 

7


 

Exhibit Index

 

Exhibit 1

 

Joint Filing Agreement dated February 14, 2006 by and among Kevin F. Flynn and the Kevin F. Flynn June, 1992 Non-Exempt Trust

 

8