RWWM, Inc. and related parties report beneficial ownership of Carter's, Inc. common stock on a Schedule 13G/A (Amendment No. 5). The filing covers advisory and related holdings totaling 1,443,196 shares, representing 3.9% of the outstanding common stock for each of RWWM, Inc., Scott P. Roseman, and Aaron J. Wagner.
The position includes 1,425,988 shares held in client accounts over which RWWM, Inc. has sole dispositive power, 17,208 shares in the RWWM Inc. 401(k) Profit Sharing Plan, and 849 shares held directly and through entities controlled by Aaron Wagner. Voting and dispositive powers are allocated among RWWM, Inc., the 401(k) plan, and the two officers, with no single underlying client reported to hold more than five percent of Carter's common stock.
Positive
None.
Negative
None.
Key Figures
Advisory client shares:1,425,988 shares401(k) Plan shares:17,208 sharesShares held by Aaron J. Wagner:849 shares+2 more
5 metrics
Advisory client shares1,425,988 sharesShares held by clients of RWWM, Inc. with sole dispositive power
401(k) Plan shares17,208 sharesShares held by RWWM Inc. 401(k) Profit Sharing Plan
Shares held by Aaron J. Wagner849 sharesShares held directly and through controlled entities
Total beneficial shares (Roseman/Wagner)1,443,196 sharesBeneficially owned through advisory clients and 401(k) plan
Beneficial ownership percentage3.9%Percent of Carter's common stock for RWWM, Inc., Roseman, and Wagner
Key Terms
beneficial ownership, dispositive power, Schedule 13G/A, investment adviser, +1 more
5 terms
beneficial ownershipfinancial
"As the officers of RWWM, Inc. and trustees..., Messrs. Roseman and Wagner may be deemed to share beneficial ownership..."
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
dispositive powerfinancial
"RWWM, Inc. has sole dispositive power over client shares and shared dispositive power over the 401(k) Shares."
Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.
Schedule 13G/Aregulatory
"The securities as to which this Schedule is filed by RWWM, Inc., in its capacity as investment adviser..."
A Schedule 13G/A is an amended public filing with the U.S. securities regulator that updates a previous Schedule 13G, disclosing when an individual or group holds a substantial (typically over 5%) stake in a company and is claiming a passive, non‑controlling intent. Investors monitor these updates because rising or falling holdings can signal changing confidence, potential future moves, or shifts in voting power — like watching a public ledger where large shareholders quietly adjust their positions.
investment adviserfinancial
"The securities as to which this Schedule is filed by RWWM, Inc., in its capacity as investment adviser, are owned of record by clients..."
An investment adviser is a person or firm that professionally manages money and gives recommendations about buying, selling, or holding investments. Like a financial coach or guide, they have a legal duty to act in a client's best financial interest, so their advice, fees and potential conflicts can directly affect returns and risk — making their role important for investors who want informed, accountable help with portfolios.
percent of classfinancial
"Percent of class: RWWM, Inc. 3.9% ... Scott P. Roseman 3.9% Aaron J. Wagner 3.9%"
Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.
FAQ
What ownership in Carter's, Inc. (CRI) does RWWM, Inc. report in this Schedule 13G/A?
RWWM, Inc. reports beneficial ownership of 1,443,196 Carter's shares, equal to 3.9% of the common stock. These shares are primarily held in client accounts over which RWWM, Inc. has dispositive power.
How many Carter's (CRI) shares are held in RWWM, Inc. client accounts and the 401(k) plan?
Clients of RWWM, Inc. hold 1,425,988 shares of Carter's, while the RWWM Inc. 401(k) Profit Sharing Plan holds 17,208 shares. RWWM, Inc. has sole dispositive power over the client shares and shared dispositive power over the plan shares.
What percentage of Carter's (CRI) is attributed to Scott P. Roseman and Aaron J. Wagner?
Both Scott P. Roseman and Aaron J. Wagner are reported with beneficial ownership of 1,443,196 shares, or 3.9% of Carter's common stock. Their status as officers and trustees leads to shared beneficial ownership over the advisory and plan shares.
Does any RWWM, Inc. client hold more than 5% of Carter's (CRI) shares?
No. The filing states that no individual client of RWWM, Inc. is known to have the right to receive dividends or sale proceeds with respect to more than five percent of Carter's common stock.
What voting and dispositive powers over Carter's (CRI) shares does RWWM, Inc. report?
RWWM, Inc. reports sole dispositive power over 1,425,988 shares and shared dispositive power over 17,208 shares, but no sole or shared voting power over Carter's shares, reflecting its role as investment adviser to client accounts.
RWWM, Inc.
RWWM Inc. 401(k) Profit Sharing Plan
Scott P. Roseman
Aaron J. Wagner
(b)
Address or principal business office or, if none, residence:
4970 Rocklin Road, Suite 200
Rocklin, CA 95677
(c)
Citizenship:
RWWM, Inc. California
RWWM Inc. 401(k) Profit Sharing Plan California
Scott P. Roseman United States
Aaron J. Wagner United States
(d)
Title of class of securities:
Common Stock, par value $0.01 per share
(e)
CUSIP No.:
146229109
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)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(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 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The securities reported herein consist of (i) 1,425,988 shares held by clients of RWWM, Inc. over which RWWM, Inc. has sole dispositive power (the "RWWM Advisory Shares"); (ii) 17,208 shares held by the RWWM Inc. 401(k) Profit Sharing Plan over which RWWM, Inc. shares dispositive power (the "401(k) Shares"); and (iii) 849 shares held directly and through entities controlled by Aaron Wagner.
As the officers of RWWM, Inc. and trustees of the RWWM Inc. 401(k) Profit Sharing Plan, Messrs. Roseman and Wagner may be deemed to share beneficial ownership over the RWWM Advisory Shares and the 401(k) Shares.
(b)
Percent of class:
RWWM, Inc. 3.9%
RWWM Inc. 401(k) Profit Sharing Plan 0.0%
Scott P. Roseman 3.9%
Aaron J. Wagner 3.9%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
RWWM, Inc. 0
RWWM Inc. 401(k) Profit Sharing Plan 0
Scott P. Roseman 0
Aaron J. Wagner 849
(ii) Shared power to vote or to direct the vote:
RWWM, Inc. 0
RWWM Inc. 401(k) Profit Sharing Plan 17,208
Scott P. Roseman 17,208
Aaron J. Wagner 17,468
(iii) Sole power to dispose or to direct the disposition of:
RWWM, Inc. 1,425,988
RWWM Inc. 401(k) Profit Sharing Plan 0
Scott P. Roseman 0
Aaron J. Wagner 849
(iv) Shared power to dispose or to direct the disposition of:
RWWM, Inc. 17,208
RWWM Inc. 401(k) Profit Sharing Plan 0
Scott P. Roseman 1,443,196
Aaron J. Wagner 1,443,196
Item 5.
Ownership of 5 Percent or Less of a Class.
Ownership of 5 percent or less of a class
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
The securities as to which this Schedule is filed by RWWM, Inc., in its capacity as investment adviser, are owned of record by clients of RWWM, Inc. Those clients have the right to receive, or the power to direct the receipt of, dividends from, or the proceeds from the sale of, such securities. No such client is known to have such right or power with respect to more than five percent of this class of securities.
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.
Certifications:
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, other than activities solely in connection with a nomination under § 240.14a-11.
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.