UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment
No. ___)*
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NATIONAL
RESEARCH CORPORATION
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(Name
of Issuer)
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Common
Stock, $.001 par value
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(Title
of Class of Securities)
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637372103
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(CUSIP
Number)
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February
12, 2010
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||
(Date
of Event Which Requires Filing of this
Statement)
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¨
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Rule
13d-1(b)
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x
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Rule
13d-1(c)
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¨
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Rule
13d-1(d)
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CUSIP No. 637372103
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1
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NAME
OF REPORTING PERSONS
Jeffery
T. Peetz, as Special Holdings Direction Adviser under the Michael D. Hays
2010 Two-Year GRAT Agreement dated February 8, 2010
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ¨
(b) ¨
Not
Applicable
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3
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SEC
USE ONLY
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||
4
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
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5
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SOLE
VOTING POWER
1,250,000
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6
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SHARED
VOTING POWER
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7
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SOLE
DISPOSITIVE POWER
1,250,000
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8
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SHARED
DISPOSITIVE POWER
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9
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,250,000
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||
10
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CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) ¨
Not
Applicable
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||
11
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18.8%
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12
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TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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CUSIP No. 637372103
|
1
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NAME
OF REPORTING PERSONS
Trust
created under the Michael D. Hays 2010 Two-Year GRAT Agreement dated
February 8, 2010
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||
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
(a) ¨
(b) ¨
Not
Applicable
|
||
3
|
SEC
USE ONLY
|
||
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
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||
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
5
|
SOLE
VOTING POWER
1,250,000
|
|
6
|
SHARED
VOTING POWER
|
||
7
|
SOLE
DISPOSITIVE POWER
1,250,000
|
||
8
|
SHARED
DISPOSITIVE POWER
|
||
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,250,000
|
||
10
|
CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES (SEE
INSTRUCTIONS) ¨
Not
Applicable
|
||
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
18.8%
|
||
12
|
TYPE
OF REPORTING PERSON (SEE INSTRUCTIONS)
OO
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CUSIP No. 637372103
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Item
1(a).
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Name of
Issuer:
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National
Research Corporation
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Item
1(b).
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Address of Issuer’s
Principal Executive Offices:
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1245
“Q” Street
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Lincoln,
Nebraska 68508
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Item
2(a).
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Name of Person
Filing:
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The
persons filing this Schedule 13G are: (i) Jeffery T. Peetz, as
Special Holdings Direction Adviser (the “Adviser”) under the Michael D.
Hays 2010 Two-Year GRAT Agreement dated February 8, 2010 (the “Trust
Agreement”); and (ii) the Trust created under the Trust Agreement (the
“GRAT”).
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Item
2(b).
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Address of Principal
Business Office or, if none, Residence:
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(i)
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The
Adviser: Woods & Aitken LLP, 301 South 13th
Street, Suite 500, Lincoln,
NE 68508
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(ii)
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The GRAT: 1245
“Q” Street, Lincoln, Nebraska 68508
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Item
2(c).
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Citizenship:
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(i)
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The
Adviser is a United States citizen.
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(ii)
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The
GRAT is governed by the laws of the State of
Delaware.
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Item
2(d).
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Title of Class of
Securities:
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Common
Stock, $.001 par value
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Item
2(e).
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CUSIP
Number:
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637372103
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Item
3.
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If this statement is
filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the
person filing is a: Not
Applicable
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CUSIP No. 637372103
|
Item
4.
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Ownership:
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(a)
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Amount
Beneficially
Owned: 1,250,000
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(b)
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Percent
of Class: 18.8%
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(c)
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Number
of shares as to which such person
has:
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(i)
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sole
power to vote or to direct the
vote: 1,250,000
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(ii)
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shared
power to vote or to direct the
vote: 0
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(iii)
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sole
power to dispose or to direct the disposition
of: 1,250,000
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(iv)
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shared
power to dispose or to direct the disposition
of: 0
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(a)
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Amount
Beneficially
Owned: 1,250,000
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(b)
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Percent
of Class: 18.8%
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(c)
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Number
of shares as to which such person
has:
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(i)
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sole
power to vote or to direct the
vote: 1,250,000
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(ii)
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shared
power to vote or to direct the
vote: 0
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(iii)
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sole
power to dispose or to direct the disposition
of: 1,250,000
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(iv) |
shared
power to dispose or to direct the disposition
of: 0
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Item
5.
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Ownership of Five
Percent or Less of a Class.
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N/A
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Item
6.
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Ownership of More than
Five Percent on Behalf of Another
Person.
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N/A
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Item
7.
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Identification and
Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding
Company.
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N/A
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Item
8.
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Identification and
Classification of Members of the
Group.
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N/A
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CUSIP No. 637372103
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Item
9.
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Notice of Dissolution
of Group.
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N/A
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Item
10.
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Certification.
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By
signing below I certify that, to the best of my knowledge and belief, the
securities referred to above 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.
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CUSIP No. 637372103
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