1)
|
Name of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
|
First Southern Holdings, LLC
|
|
2)
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a)
|
þ
|
||
(b)
|
¨
|
||
3)
|
SEC Use Only
|
||
4)
|
Source of Funds (See Instructions)
|
AF
|
|
5)
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
¨
|
|
6)
|
Citizenship or Place of Organization
|
Kentucky
|
|
Number of Shares Beneficially Owned by each Reporting Person With
|
(7) Sole Voting Power
|
1,277,716*
|
|
(8) Shared Voting Power
|
0*
|
||
(9) Sole Dispositive Power
|
1,277,716*
|
||
(10)Shared Dispositive Power
|
0*
|
||
11)
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
See response to Item 5
|
|
12)
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
þ
|
|
13)
|
Percent of Class Represented by Amount in Row (11)
|
See response to Item 5
|
|
14)
|
Type of Reporting Person (See Instructions)
|
OO
|
1)
|
Name of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
|
First Southern Funding, LLC
|
|
2)
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a)
|
þ
|
||
(b)
|
¨
|
||
3)
|
SEC Use Only
|
||
4)
|
Source of Funds (See Instructions)
|
WC, BK
|
|
5)
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
¨
|
|
6)
|
Citizenship or Place of Organization
|
Kentucky
|
|
Number of Shares Beneficially Owned by each Reporting Person With
|
(7) Sole Voting Power
|
341,997*
|
|
(8) Shared Voting Power
|
0*
|
||
(9) Sole Dispositive Power
|
341,997*
|
||
(10)Shared Dispositive Power
|
0*
|
||
11)
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
See response to Item 5
|
|
12)
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
þ
|
|
13)
|
Percent of Class Represented by Amount in Row (11)
|
See response to Item 5
|
|
14)
|
Type of Reporting Person (See Instructions)
|
OO
|
1)
|
Name of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
|
First Southern Bancorp, Inc.
|
|
2)
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a)
|
þ
|
||
(b)
|
¨
|
||
3)
|
SEC Use Only
|
||
4)
|
Source of Funds (See Instructions)
|
WC, BK
|
|
5)
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
¨
|
|
6)
|
Citizenship or Place of Organization
|
Kentucky
|
|
Number of Shares Beneficially Owned by each Reporting Person With
|
(7) Sole Voting Power
|
229,069 *
|
|
(8) Shared Voting Power
|
See response to Item 5
|
||
(9) Sole Dispositive Power
|
229,069 *
|
||
(10)Shared Dispositive Power
|
See response to Item 5
|
||
11)
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
See response to Item 5
|
|
12)
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
þ
|
|
13)
|
Percent of Class Represented by Amount in Row (11)
|
See response to Item 5
|
|
14)
|
Type of Reporting Person (See Instructions)
|
HC
|
1)
|
Name of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
|
Jesse T. Correll
|
|
2)
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a)
|
þ
|
||
(b)
|
¨
|
||
3)
|
SEC Use Only
|
||
4)
|
Source of Funds (See Instructions)
|
AF, OO
|
|
5)
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
¨
|
|
6)
|
Citizenship or Place of Organization
|
Kentucky
|
|
Number of Shares Beneficially Owned by each Reporting Person With
|
(7) Sole Voting Power
|
91,058*
|
|
(8) Shared Voting Power
|
See response to Item 5
|
||
(9) Sole Dispositive Power
|
91,058 *
|
||
(10)Shared Dispositive Power
|
See response to Item 5
|
||
11)
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
See response to Item 5
|
|
12)
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
þ
|
|
13)
|
Percent of Class Represented by Amount in Row (11)
|
See response to Item 5
|
|
14)
|
Type of Reporting Person (See Instructions)
|
IN
|
1)
|
Name of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
|
Ward F. Correll
|
|
2)
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a)
|
þ
|
||
(b)
|
¨
|
||
3)
|
SEC Use Only
|
||
4)
|
Source of Funds (See Instructions)
|
AF
|
|
5)
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
¨
|
|
6)
|
Citizenship or Place of Organization
|
Kentucky
|
|
Number of Shares Beneficially Owned by each Reporting Person With
|
(7) Sole Voting Power
|
11,405*
|
|
(8) Shared Voting Power
|
See response to Item 5
|
||
(9) Sole Dispositive Power
|
11,405*
|
||
(10)Shared Dispositive Power
|
See response to Item 5
|
||
11)
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
See response to Item 5
|
|
12)
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
þ
|
|
13)
|
Percent of Class Represented by Amount in Row (11)
|
See response to Item 5
|
|
14)
|
Type of Reporting Person (See Instructions)
|
IN
|
1)
|
Name of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
|
WCorrell, Limited Partnership
|
|
2)
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a)
|
þ
|
||
(b)
|
¨
|
||
3)
|
SEC Use Only
|
||
4)
|
Source of Funds (See Instructions)
|
OO
|
|
5)
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
¨
|
|
6)
|
Citizenship or Place of Organization
|
Georgia
|
|
Number of Shares Beneficially Owned by each Reporting Person With
|
(7) Sole Voting Power
|
72,750*
|
|
(8) Shared Voting Power
|
0*
|
||
(9) Sole Dispositive Power
|
72,750*
|
||
(10)Shared Dispositive Power
|
0*
|
||
11)
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
See response to Item 5
|
|
12)
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
þ
|
|
13)
|
Percent of Class Represented by Amount in Row (11)
|
See response to Item 5
|
|
14)
|
Type of Reporting Person (See Instructions)
|
PN
|
1)
|
Name of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
|
Cumberland Lake Shell, Inc.
|
|
2)
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a)
|
þ
|
||
(b)
|
¨
|
||
3)
|
SEC Use Only
|
||
4)
|
Source of Funds (See Instructions)
|
OO
|
|
5)
|
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)
|
¨
|
|
6)
|
Citizenship or Place of Organization
|
Kentucky
|
|
Number of Shares Beneficially Owned by each Reporting Person With
|
(7) Sole Voting Power
|
257,501 *
|
|
(8) Shared Voting Power
|
0*
|
||
(9) Sole Dispositive Power
|
257,501 *
|
||
(10)Shared Dispositive Power
|
0*
|
||
11)
|
Aggregate Amount Beneficially Owned by Each Reporting Person
|
See response to Item 5
|
|
12)
|
Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See Instructions)
|
þ
|
|
13)
|
Percent of Class Represented by Amount in Row (11)
|
See response to Item 5
|
|
14)
|
Type of Reporting Person (See Instructions)
|
CO
|
|
(b)
|
The business address of Mr. Correll is P.O. Box 328, Lancaster Street, Stanford, Kentucky 40484.
|
|
(c)
|
Mr. Correll’s present principal occupations or employment and the name, principal business and address of any corporation or other organization in which such employment is carried on are:
|
|
(c)
|
The principal business of FSBI is a bank holding company. The address of the principal office of FSBI is P. O. Box 328, 99 Lancaster Street, Stanford, Kentucky 40484.
|
|
(a)
|
The name of this Reporting Person is First Southern Funding, LLC.
|
|
(c)
|
The principal business of FSF is investments. The address of the principal office of FSF is P.O. Box 328, 99 Lancaster Street, Stanford, Kentucky 40484.
|
|
(c)
|
The principal business of FSH is investments. The address of the principal office of FSH is P. O. Box 328, 99 Lancaster Street, Stanford, Kentucky 40484.
|
|
(b)
|
The business address of Ward F. Correll is P.O. Box 430, 150 Railroad Drive, Somerset, KY 42502.
|
|
(c)
|
Ward F. Correll’s present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is carried on are:
|
|
(c)
|
WCorrell, Limited Partnership’s principal business is investments, and its principal office address is P.O. Box 328, 99 Lancaster Street, Stanford, Kentucky 40484.
|
|
(c)
|
The principal business of CLS is a gasoline wholesaler. The address of the principal office of CLS is P.O. Box 430, 150 Railroad Drive, Somerset, KY 42502.
|
Reporting Person
|
Number of
Shares Owned (%)(1)
|
|
Jesse T. Correll (2)
First Southern Bancorp, Inc.(2)(3)
First Southern Funding, LLC(2)(3)
First Southern Holdings, Inc.(2)(3)
Ward F. Correll(4)
WCorrell, Limited Partnership(2)
Cumberland Lake Shell, Inc.(4)
|
91,058 (2.39%)
1,506,785 (39.56%)
341,997 (8.98%)
1,277,716 (33.55%)
268,906 (7.06%)
72,750 (1.91%)
257,501 (6.76%)
|
|
Total(3)(5)
|
2,208,746 (58.00%)
|
|
(1) The percentage of outstanding shares is based on 3,808,458 shares of Common Stock outstanding as of July 31, 2011.
|
|
(2) The share ownership of Mr. Correll includes 18,308 shares of Common Stock owned by him individually. The share ownership of Mr. Correll also includes 72,750 shares of Common Stock held by WCorrell, Limited Partnership, a limited partnership in which Mr. Correll serves as managing general partner and, as such, has sole voting and dispositive power over the shares held by it.
|
|
In addition, by virtue of his ownership of voting securities of FSF and FSBI, and in turn, their ownership of 100% of the outstanding membership interests of FSH, Mr. Correll may be deemed to beneficially own the total number of shares of Common Stock owned by FSH (as well as the shares owned by FSBI and FSF directly), and may be deemed to share with FSH (as well as FSBI and FSF) the right to vote and to dispose of such shares. Mr. Correll owns approximately 76.52% of the outstanding membership interests of FSF; he owns directly approximately 39.09%, he has immediately exercisable options to purchase approximately 18.27%, companies he controls own approximately 10.33%, and he has the power to vote and an option to purchase but does not own approximately 2.38%, of the outstanding voting common equity of FSBI (consisting in part of shares entitled to one vote per share and in part of shares entitled to ten votes per share). FSBI and FSF in turn own 99% and 1%, respectively, of the outstanding membership interests of FSH. The aggregate number of shares of Common Stock held by these other Reporting Persons, as shown in the above table, is 1,848,782 shares.
|
|
(3) The share ownership of FSBI consists of 229,069 shares of Common Stock held by FSBI directly and 1,277,716 shares of Common Stock held by FSH of which FSBI is a 99% member and FSF is a 1% member, as further described in this Item 5. As a result, FSBI may be deemed to share the voting and dispositive power over the shares held by FSH.
|
|
FSB and FSH, individually and collectively, granted call options under which a total of up to 200,000 shares of Common Stock could be sold if exercised. FSB and FSH may determine the number of shares of Common Stock to be sold by each of them upon exercise of the call
|
|
options. On August 26, 2011, the holders of the call options exercised the options for a total of 100,000 shares. Accordingly, each of FSB and FSH may be deemed not to have sole dispositive power over the remaining 100,000 shares of Common Stock owned by it and subject to the options until expiration of the call options.
|
|
(4) The share ownership of Ward F. Correll includes 11,405 shares of Common Stock owned by him individually. The share ownership of Mr. Correll also includes the shares of Common Stock held by CLS, all of the outstanding voting shares of which are owned by Ward F. Correll. As a result, Ward F. Correll may be deemed to share the voting and dispositive power over these shares.
|
|
(5) Mr. Correll, FSBI, FSF and FSH have agreed in principle to act together for the purpose of acquiring or holding equity securities of UTI, and FSB and FSH have agreed to act in concert for the purpose of selling shares of Common Stock under the call options granted by them and referenced in Note (3) above. In addition, because of their relationships with these Reporting Persons, Ward F. Correll, CLS and WCorrell, Limited Partnership may also be deemed to be members of this group. Therefore, for purposes of this Schedule 13D, each may be deemed to have acquired beneficial ownership of the equity securities of UTI beneficially owned by each of the other Reporting Persons.
|
·
|
as described in the responses to Items 4 and 5 of this Schedule 13D;
|
·
|
the Agreement Among Reporting Persons attached hereto as Exhibit B;
|
|
o
|
(i) the Acquisition Agreement, dated April 30, 1998, as amended May 29, 1998, the Stock Purchase Agreement, dated April 30, 1998, the Convertible Note Purchase Agreement, dated April 30, 1998, and the Option Agreement, dated April 30, 1998, all four of which are filed as Exhibit A, and the related the Agreement of Assignment among the Reporting Persons, dated November 20, 1998, which is filed as Exhibit E;
|
|
o
|
the letter of intent (which is filed as Exhibit G) and related Stock Acquisition Agreement, dated December 30, 1999 (which is attached hereto as Exhibit I); and
|
|
o
|
the Common Stock Purchase Agreements, dated February 13, 2001, which are filed as Exhibit K and L hereto, and related Assignment and Assumption agreements, dated April 11, 2001, which are filed as Exhibits M and O hereto, and Consents to Assignment and Novation, dated April 6, 2001, which are filed as Exhibits N and P hereto; and
|
·
|
the option agreements pursuant to which FSH and FSBI, individually and collectively, granted call options, which are filed as Exhibits Q and R and incorporated herein by reference,
|
Exhibit A
|
Acquisition Agreement between FSF and UTI dated April 30, 1998, as amended May 29, 1998, including the following exhibits thereto: Stock Purchase Agreement between FSF and Larry E. Ryherd dated April 30, 1998; Convertible Note Purchase Agreement between FSF and James E. Melville, George E. Francis, Brad M. Wilson, Joseph H. Metzger, Theodore C. Miller, Michael K. Borden and Patricia G. Fowler dated April 30, 1998; and Option Agreement between FSF and UTI dated April 30, 1998.
|
Exhibit B
|
Agreement among Reporting Persons for the filing of a single Schedule 13D pursuant to Rule 13d-l(f)(l).
|
Exhibit C
|
Intentionally omitted.
|
Exhibit D
|
Intentionally omitted.
|
Exhibit E
|
Agreement of Assignment among the Reporting Persons dated November 20, 1998.
|
Exhibit F
|
Directors, officers, members, general partners and controlling persons of Reporting Persons.
|
Exhibit G
|
Letter of intent between UTI and Mr. Correll, on behalf of the shareholders of North Plaza of Somerset, Inc.
|
Exhibit H
|
Intentionally omitted.
|
Exhibit I
|
Stock Acquisition Agreement dated December 30, 1999, between UTI and Shareholders of North Plaza of Somerset, Inc.
|
Exhibit J
|
Amendment, dated December 31, 1999, between FSF and UTI to the Acquisition Agreement filed as Exhibit A to this Report.
|
Exhibit K
|
Common Stock Purchase Agreement, dated February 13, 2001, among FSBI and James E. Melville, Barbara Hartman, BJM Trust - James E. Melville, Trustee, Matthew C. Hartman Trust - James E. Melville, Trustee, Zachary T. Hartman Trust - James E. Melville, Trustee, Elizabeth A. Hartman Trust - James E. Melville, Trustee, and Margaret M. Hartman Trust - James E. Melville, Trustee.
|
Exhibit L
|
Common Stock Purchase Agreement, dated February 13, 2001, among FSBI and Larry E. Ryherd, Dorothy L. Ryherd, Shari Lynnette Serr, Jarad John Ryherd, Derek Scott Ryherd, Dorothy L. Ryherd, Custodian for Casey Jaye Serr UGMA IL, Larry E. Ryherd, Custodian for Casey Jaye Serr UGMA IL, Steven W. Serr, Halcie B. Brown, Douglas W. Ryherd, Susan J. Ryherd, Douglas W. Ryherd, Custodian for Bryan D. Ryherd UGMA IL, Douglas W. Ryherd, Custodian for Evan Ryherd UGMA IL, Ella E. Campbell, Douglas W. Ryherd, Custodian for Jordan Ray Ryherd UGMA, IL, Illinois National Bank, Successor Trustee of the Shari Lynette Serr Irrevocable Trust under Agreement dated December 30, 1987, Illinois National Bank, Successor Trustee of the Jarad John Ryherd Irrevocable Trust under Agreement dated December 30, 1987, Illinois National Bank, Successor Trustee of the Derek Scott Ryherd Irrevocable Trust under Agreement dated December 30, 1987, Douglas W. Ryherd - IRA, Larry Ryherd as the Sellers’ Agent, Casey Jaye Serr, Bryan D. Ryherd, Evan Ryherd, and Jordan Ray Ryherd.
|
Exhibit M
|
Assignment and Assumption Agreement, dated April 11, 2001, between FSBI and UTI.
|
Exhibit N
|
Consent to Assignment and Novation, dated April 5, 2001, among James E. Melville, Barbara Hartman, BJM Trust - James E. Melville, Trustee, Matthew C. Hartman Trust - James E. Melville, Trustee, Zachary T. Hartman Trust - James E. Melville, Trustee, Elizabeth A. Hartman Trust - James E. Melville, Trustee, and Margaret M. Hartman Trust - James E. Melville, Trustee.
|
Exhibit O
|
Assignment and Assumption Agreement, dated April 11, 2001, between FSBI and UTI.
|
Exhibit P
|
Consent to Assignment and Novation, dated April 6, 2001, among Larry E. Ryherd, Dorothy L. Ryherd, Shari Lynnette Serr, Jarad John Ryherd, Derek Scott Ryherd, Dorothy L. Ryherd, Custodian for Casey Jaye Serr UGMA IL, Larry E. Ryherd, Custodian for Casey Jaye Serr UGMA IL, Steven W. Serr, Halcie B. Brown, Douglas W. Ryherd, Susan J. Ryherd, Douglas W. Ryherd, Custodian for Bryan D. Ryherd UGMA IL, Douglas W. Ryherd, Custodian for Evan Ryherd UGMA IL, Ella E. Campbell, Douglas W. Ryherd, Custodian for Jordan Ray Ryherd UGMA, IL, Illinois National Bank, Successor Trustee of the Shari Lynette Serr Irrevocable Trust under Agreement dated December 30, 1987, Illinois National Bank, Successor Trustee of the Jarad John Ryherd Irrevocable Trust under Agreement dated December 30, 1987, Illinois National Bank, Successor Trustee of the Derek Scott Ryherd Irrevocable Trust under Agreement dated December 30, 1987, Douglas W. Ryherd - IRA, Larry Ryherd as the Sellers’ Agent, Casey Jaye Serr, Bryan D. Ryherd, Evan Ryherd, and Jordan Ray Ryherd.
|
Exhibit Q
|
Option Agreement, dated August 27, 2009, between First Southern Bancorp, Inc., First Southern Holdings, LLC and Softvest, LP
|
Exhibit Q
|
Option Agreement, dated August 27, 2009, between First Southern Bancorp, Inc., First Southern Holdings, LLC and Softsearch Investment, LP
|
Date: September 2, 2011
|
By: /s/ Jesse T. Correll
Jesse T. Correll
Attorney-in-Fact on behalf of each of the
Reporting Persons*
|
EXHIBIT NO.
|
DESCRIPTION
|
|
A*
|
Acquisition Agreement between FSF and UTI dated April 30, 1998, as amended May 29, 1998, including the following exhibits thereto: Stock Purchase Agreement between FSF and Larry E. Ryherd dated April 30, 1998; Convertible Note Purchase Agreement between FSF and James E. Melville, George E. Francis, Brad M. Wilson, Joseph H. Metzger, Theodore C. Miller, Michael K. Borden and Patricia G. Fowler dated April 30, 1998; and Option Agreement between FSF and UTI dated April 30, 1998.
|
|
B•
|
Agreement among Reporting Persons dated January 14, 2009 for the filing of a single Schedule 13D pursuant to Rule 13d-l(f)(l).
|
|
C*
|
Intentionally omitted.
|
|
D*
|
Intentionally omitted.
|
|
E*
|
Agreement of Assignment among the Reporting Persons dated November 20, 1998.
|
|
F
|
Directors, officers, members, general partners and controlling persons of Reporting Persons.
|
|
G*
|
Letter of intent between UTI and Mr. Correll, on behalf of the shareholders of North Plaza of Somerset, Inc.
|
|
H*
|
Intentionally omitted.
|
|
I*
|
Stock Acquisition Agreement dated December 30, 1999, between UTI and Shareholders.
|
|
J*
|
Amendment, dated December 31, 1999, between FSF and UTI to the Acquisition Agreement filed as Exhibit A to this Report.
|
|
K*
|
Common Stock Purchase Agreement, dated February 13, 2001, among FSBI and James E. Melville, Barbara Hartman, BJM Trust - James E. Melville, Trustee, Matthew C. Hartman Trust - James E. Melville, Trustee, Zachary T. Hartman Trust - James E. Melville, Trustee, Elizabeth A. Hartman Trust - James E. Melville, Trustee, and Margaret M. Hartman Trust - James E. Melville, Trustee.
|
|
L*
|
Common Stock Purchase Agreement, dated February 13, 2001, among FSBI and Larry E. Ryherd, Dorothy L. Ryherd, Shari Lynnette Serr, Jarad John Ryherd, Derek Scott Ryherd, Dorothy L. Ryherd, Custodian for Casey Jaye Serr UGMA IL, Larry E. Ryherd, Custodian for Casey Jaye Serr UGMA IL, Steven W. Serr,
|
|
Halcie B. Brown, Douglas W. Ryherd, Susan J. Ryherd, Douglas W. Ryherd, Custodian for Bryan D. Ryherd UGMA IL, Douglas W. Ryherd, Custodian for Evan Ryherd UGMA IL, Ella E. Campbell, Douglas W. Ryherd, Custodian for Jordan Ray Ryherd UGMA, IL, Illinois National Bank, Successor Trustee of the Shari Lynette Serr Irrevocable Trust under Agreement dated December 30, 1987, Illinois National Bank, Successor Trustee of the Jarad John Ryherd Irrevocable Trust under Agreement dated December 30, 1987, Illinois National Bank, Successor Trustee of the Derek Scott Ryherd Irrevocable Trust under Agreement dated December 30, 1987, Douglas W. Ryherd - IRA, Larry Ryherd as the Sellers’ Agent, Casey Jaye Serr, Bryan D. Ryherd, Evan Ryherd, and Jordan Ray Ryherd.
|
|
M*
|
Assignment and Assumption Agreement, dated April 11, 2001, between FSBI and UTI.
|
|
N*
|
Consent to Assignment and Novation, dated April 5, 2001, among James E. Melville, Barbara Hartman, BJM Trust - James E. Melville, Trustee, Matthew C. Hartman Trust - James E. Melville, Trustee, Zachary T. Hartman Trust - James E. Melville, Trustee, Elizabeth A. Hartman Trust - James E. Melville, Trustee, and Margaret M. Hartman Trust - James E. Melville, Trustee.
|
|
O*
|
Assignment and Assumption Agreement, dated April 11, 2001, between FSBI and UTI.
|
|
P*
|
Consent to Assignment and Novation, dated April 6, 2001, among Larry E. Ryherd, Dorothy L. Ryherd, Shari Lynnette Serr, Jarad John Ryherd, Derek Scott Ryherd, Dorothy L. Ryherd, Custodian for Casey Jaye Serr UGMA IL, Larry E. Ryherd, Custodian for Casey Jaye Serr UGMA IL, Steven W. Serr, Halcie B. Brown, Douglas W. Ryherd, Susan J. Ryherd, Douglas W. Ryherd, Custodian for Bryan D. Ryherd UGMA IL, Douglas W. Ryherd, Custodian for Evan Ryherd UGMA IL, Ella E. Campbell, Douglas W. Ryherd, Custodian for Jordan Ray Ryherd UGMA, IL, Illinois National Bank, Successor Trustee of the Shari Lynette Serr Irrevocable Trust under Agreement dated December 30, 1987, Illinois National Bank, Successor Trustee of the Jarad John Ryherd Irrevocable Trust under Agreement dated December 30, 1987, Illinois National Bank, Successor Trustee of the Derek Scott Ryherd Irrevocable Trust under Agreement dated December 30, 1987, Douglas W. Ryherd - IRA, Larry Ryherd as the Sellers’ Agent, Casey Jaye Serr, Bryan D. Ryherd, Evan Ryherd, and Jordan Ray Ryherd.
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Q*
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Option Agreement, dated August 27, 2009, between FSBI, FSH and Softvest, LP
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R*
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Option Agreement, dated August 27, 2009, between FSBI, FSH and Softsearch Investment, LP
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Stephen Acton
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P. O. Box 430
150 Railroad Drive
Somerset, KY 42502
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Vice President & Director Cumberland Lake Shell, Inc. (Gasoline wholesaler)
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Randall L. Attkisson
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143 Cold Springs Drive
Stanford, KY 40484
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Director of First Southern Bancorp, Inc. (Bank holding company)
Director of UTG, Inc. (Insurance holding company)
Partner, Bluegrass Capital Advisors, LLC
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John Ball
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P.O. Box 628
27 Public Square
Lancaster, KY 40444
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Senior Vice President and Director of First Southern National Bank (Bank)
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William R. Clark
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P.O. Box 118
138 N. Main St.
Russellville, KY 42276
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Senior Vice President and Director of First Southern National Bank (Bank)
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Jesse T. Correll
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P.O. Box 328
99 Lancaster Street
Stanford, KY 40484
5250 South Sixth St.
Springfield, IL 62703
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President and Director of First Southern Bancorp, Inc. (Bank holding company)
Chairman, CEO and Director of UTG, Inc. (Insurance holding company)
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Preston Correll
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359 Somerset Street
Stanford, KY 40484
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Member, Marksbury Farm Foods, LLC (Processing Facility & Retailer)
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Ward F. Correll
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P.O. Box 430
150 Railroad Drive
Somerset, KY 42502
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Controlling Shareholder, Cumberland Lake Shell, Inc. (Gasoline wholesaler)
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Douglas P. Ditto
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P.O. Box 328
99 Lancaster Street
Stanford, KY 40484
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Vice President, First Southern Bancorp, Inc. (Bank holding company)
Senior Vice President and Central Lending Group Manager, First Southern National Bank (Bank)
Assistant Vice President of UTG, Inc. (Insurance holding company)
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David S. Downey
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P.O. Box 328
99 Lancaster Road
Stanford, KY 40484
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Senior Vice President of Real Estate and Director, First Southern National Bank (Bank)
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Susan Kretzer
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P.O. Box 430
150 Railroad Drive
Somerset, KY 42502
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Secretary, Director, Cumberland Lake Shell, Inc. (Gasoline wholesaler)
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Eugene Hargis
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P.O. Box 263
186 North Main Street
Russellville, KY 42276
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Managing Member, Hargis Bolton, LLC (CPA firm)
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Danny Irvin
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31 Public Square
Lancaster, KY 40444
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Realtor/Auctioneer
The Irvin Group
(Real estate/auction company)
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Jill Martin
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P.O. Box 328
99 Lancaster Street
Stanford, KY 40484
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Accounting Services Director & Secretary, First Southern Bancorp, Inc. (Bank holding company)
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Robert M. Ray
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817 West Columbia St.
Somerset, KY 42501
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President, Tru-Check Meter Service (Contract Meter Reading) & Secretary, Modern Distributors, Inc. (Wholesale Distributor)
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Tommy Roberts
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P.O. Box 328
99 Lancaster Street
Stanford, KY 40484
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Chief Executive Officer & Director, First Southern National Bank (Bank)
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W.L. Rouse III
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2201 Regency Road, Ste 602
Lexington, KY 40503
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Member, The Rouse Companies (Commercial real estate company)
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Leah D. Taylor
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P.O. Box 430
150 Railroad Drive
Somerset, KY 42502
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President, Director, Cumberland Lake Shell, Inc. (Gasoline wholesaler)
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