-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, HjRcPGgAjesMcGY8I/VwkKEw9BYMJ6KgzuqVb0EaC2Oh9Akfs8N/s3vMby2Jbs9y iEcxqvlikSH6F0usUOR+lw== 0000356809-96-000002.txt : 19960307 0000356809-96-000002.hdr.sgml : 19960307 ACCESSION NUMBER: 0000356809-96-000002 CONFORMED SUBMISSION TYPE: SC 13D/A CONFIRMING COPY: PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19960306 SROS: NASD GROUP MEMBERS: BARBARA W. BEYMER GROUP MEMBERS: DEBORAH P. WRIGHT GROUP MEMBERS: JEANNE D. HUBBARD GROUP MEMBERS: REYNOLDS MARSHALL T ET AL GROUP MEMBERS: ROBERT H. BEYMER GROUP MEMBERS: ROBERT L. SHELL, JR. GROUP MEMBERS: SHIRLEY A. REYNOLDS GROUP MEMBERS: THOMAS W. WRIGHT SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: ABIGAIL ADAMS NATIONAL BANCORP INC CENTRAL INDEX KEY: 0000356809 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 521508198 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-34270 FILM NUMBER: 00000000 BUSINESS ADDRESS: STREET 1: 1627 K ST NW CITY: WASHINGTON STATE: DC ZIP: 20006 BUSINESS PHONE: 2024664090 MAIL ADDRESS: STREET 1: 1627 K ST NW CITY: WASHINGTON STATE: DC ZIP: 20006 FORMER COMPANY: FORMER CONFORMED NAME: FIRST WNB CORP DATE OF NAME CHANGE: 19860702 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: REYNOLDS MARSHALL T ET AL CENTRAL INDEX KEY: 0000944688 STANDARD INDUSTRIAL CLASSIFICATION: [] FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: HUDDLESTON BOLEN BEATTY PORTER & COPEN STREET 2: PO BOX 2185 611 THIRD AVE CITY: HUNTINGTON STATE: WV ZIP: 25722 BUSINESS PHONE: 3046918398 MAIL ADDRESS: STREET 1: HUDDLESTON BOLEN BEATTY PORTER & COPEN STREET 2: PO BOX 2185 611 THIRD AVE CITY: HUNTINGTON STATE: WV ZIP: 25722 SC 13D/A 1 SC 13D/A STOCK TRANSFER SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13D Under the Securities Exchange Act of 1934 (Amendment No. 2) Abigail Adams National Bancorp. Inc. ------------------------------------ (Name of Issuer) Common Stock ------------ (Title of Class of Securities) 003390101 --------- (CUSIP Number) Thomas J. Murray, Esq. Huddleston, Bolen, Beatty, Porter & Copen P.O. Box 2185 611 Third Avenue Huntington, WV 25722 (304) 529-6181 -------------- (Name, Address and Telephone Number of Person Authorized to receive Notices and Communications) March 5, 1996 ------------------- (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d- 1(b) (3) or (4), check the following box. |_| Check the following box if a fee is being paid with the statement. |_| This Document Consists of 11 Pages. Reporting Persons Marshall T. Reynolds, Shirley A. Reynolds, Robert L. Shell, Jr., Robert H. Beymer and Barbara W. Beymer file this Amendment No. 2 to initial Form 13D filed on May 1, 1995, as amended by (a) Amendment No. 1 to Form 13D filed July 24, 1995; (b) Schedule 14D-1 filed by Marshall T. Reynolds on August 16, 1995; and (c) Amendment No. 1 to Schedule 14D-1 filed by Marshall T. Reynolds on September 15, 1995. CUSIP. No. None SCHEDULE 13D 1. Name of Reporting Person: Marshall T. Reynolds Social Security Number: ###-##-#### 2. Check the Appropriate Box if a Member of a Group: (a) |_| (b) |_| 3. SEC Use Only 4. Source of Funds: BK/PF 5. Check Box if Disclosure of Legal proceedings is Required Pursuant to Items 2(d) or 2(e). |_| 6. Citizenship or Place of Organization: West Virginia Number of 7. Sole Voting Power: 0 Shares Beneficially 8. Shared Voting Power: 75,155 Owned by Each 9. Sole Dispositive Power: 0 Reporting Person With 10. Shared Dispositive Power: 75,155 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 75,155 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares. |_| 13. Percent of Class Represented by Amount in Row 11: 26.4% 14. Type of Reporting Person: IN i CUSIP. No. None SCHEDULE 13D 1. Name of Reporting Person: Shirley A. Reynolds Social Security Number: ###-##-#### 2. Check the Appropriate Box if a Member of a Group: (a) |_| (b) |_| 3. SEC Use Only 4. Source of Funds: BK/PF 5. Check Box if Disclosure of Legal proceedings is Required Pursuant to Items 2(d) or 2(e). |_| 6. Citizenship or Place of Organization: West Virginia Number of 7. Sole Voting Power: 40,000 Shares Beneficially 8. Shared Voting Power: 75,155 Owned by Each 9. Sole Dispositive Power: 40,000 Reporting Person With 10. Shared Dispositive Power: 75,155 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 115,155 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares. |_| 13. Percent of Class Represented by Amount in Row 11: 40.4% 14. Type of Reporting Person: IN ii CUSIP. No. None SCHEDULE 13D 1. Name of Reporting Person: Robert H. Beymer Social Security Number: ###-##-#### 2. Check the Appropriate Box if a Member of a Group: (a) |_| (b) |_| 3. SEC Use Only 4. Source of Funds: BK/PF/OO 5. Check Box if Disclosure of Legal proceedings is Required Pursuant to Items 2(d) or 2(e). |_| 6. Citizenship or Place of Organization: West Virginia Number of 7. Sole Voting Power: 0 Shares Beneficially 8. Shared Voting Power: 0 Owned by Each 9. Sole Dispositive Power: 0 Reporting Person With 10. Shared Dispositive Power: 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person: -0- 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares. |_| 13. Percent of Class Represented by Amount in Row 11: 0% 14. Type of Reporting Person: IN iii CUSIP. No. None SCHEDULE 13D 1. Name of Reporting Person: Barbara W. Beymer Social Security Number: ###-##-#### 2. Check the Appropriate Box if a Member of a Group: (a) |_| (b) |_| 3. SEC Use Only 4. Source of Funds: BK/PF/OO 5. Check Box if Disclosure of Legal proceedings is Required Pursuant to Items 2(d) or 2(e). |_| 6. Citizenship or Place of Organization: West Virginia Number of 7. Sole Voting Power: 27,000 Shares Beneficially 8. Shared Voting Power: 0 Owned by Each 9. Sole Dispositive Power: 27,000 Reporting Person With 10. Shared Dispositive Power: 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 27,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares. |_| 13. Percent of Class Represented by Amount in Row 11: 9.5% 14. Type of Reporting Person: IN iv CUSIP. No. None SCHEDULE 13D 1. Name of Reporting Person: Robert L. Shell, Jr Social Security Number: ###-##-#### 2. Check the Appropriate Box if a Member of a Group: (a) |_| (b) |_| 3. SEC Use Only 4. Source of Funds: BK/PF 5. Check Box if Disclosure of Legal proceedings is Required Pursuant to Items 2(d) or 2(e). |_| 6. Citizenship or Place of Organization: West Virginia Number of 7. Sole Voting Power: 22,000 Shares Beneficially 8. Shared Voting Power: 0 Owned by Each 9. Sole Dispositive Power: 22,000 Reporting Person With 10. Shared Dispositive Power: 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 22,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares. |_| 13. Percent of Class Represented by Amount in Row 11: 7.7% 14. Type of Reporting Person: IN v CUSIP. No. None SCHEDULE 13D 1. Name of Reporting Person: Thomas W. Wright Social Security Number: ###-##-#### 2. Check the Appropriate Box if a Member of a Group: (a) |_| (b) |_| 3. SEC Use Only 4. Source of Funds: PF 5. Check Box if Disclosure of Legal proceedings is Required Pursuant to Items 2(d) or 2(e). |_| 6. Citizenship or Place of Organization: Kentucky Number of 7. Sole Voting Power: 0 Shares Beneficially 8. Shared Voting Power: 7,000 Owned by Each 9. Sole Dispositive Power: 0 Reporting Person With 10. Shared Dispositive Power: 7,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 7,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares. |_| 13. Percent of Class Represented by Amount in Row 11: 2.5% 14. Type of Reporting Person: IN vi CUSIP. No. None SCHEDULE 13D 1. Name of Reporting Person: Deborah P. Wright Social Security Number: ###-##-#### 2. Check the Appropriate Box if a Member of a Group: (a) |_| (b) |_| 3. SEC Use Only 4. Source of Funds: PF 5. Check Box if Disclosure of Legal proceedings is Required Pursuant to Items 2(d) or 2(e). |_| 6. Citizenship or Place of Organization: Kentucky Number of 7. Sole Voting Power: 20,000 Shares Beneficially 8. Shared Voting Power: 7,000 Owned by Each 9. Sole Dispositive Power: 20,000 Reporting Person With 10. Shared Dispositive Power: 7,000 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 7,000 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares. |_| 13. Percent of Class Represented by Amount in Row 11: 9.5% 14. Type of Reporting Person: IN vii CUSIP. No. None SCHEDULE 13D 1. Name of Reporting Person: Jeanne D. Hubbard Social Security Number: ###-##-#### 2. Check the Appropriate Box if a Member of a Group: (a) |_| (b) |_| 3. SEC Use Only 4. Source of Funds: BK/PF 5. Check Box if Disclosure of Legal proceedings is Required Pursuant to Items 2(d) or 2(e). |_| 6. Citizenship or Place of Organization: West Virginia Number of 7. Sole Voting Power: 1,500 Shares Beneficially 8. Shared Voting Power: 0 Owned by Each 9. Sole Dispositive Power: 1,500 Reporting Person With 10. Shared Dispositive Power: 0 11. Aggregate Amount Beneficially Owned by Each Reporting Person: 1,500 12. Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares. |_| 13. Percent of Class Represented by Amount in Row 11: .05% 14. Type of Reporting Person: IN viii This Amendment No. 2 to the Schedule 13D filed by Reporting Persons on May 1, 1995 is filed with regard to the common stock, par value $10.00 per share, of Abigail Adams National Bancorp, Inc. ("Bancorp Common Stock"). The address of the principal executive offices of Abigail Adams National Bancorp, Inc. ("Bancorp") is 1627 K Street, N.W., Washington, DC 20006. Item 5 of the Schedule 13D filed by Reporting Persons on May 1, 1995, as amended by (a) Amendment No. 1 to Form 13D filed July 24, 1995; (b) Schedule 14D-1 filed by Marshall T. Reynolds on August 16, 1995; and (c) Amendment No. 1 to Schedule 14D-1 filed by Marshall T. Reynolds on September 15, 1995, is amended and restated to read in its entirety as follows: Item 5. Interest in Securities of the Issuer. - ------- --------------------------------------- (a) The aggregate number of shares of Bancorp Common Stock owned by Reporting Persons, as a result of dispositions described in subsection (c) of this Item 5, is 192,655 shares, representing 67.6% of the outstanding shares of Bancorp Common Stock as reported in Bancorp's 10-QSB for the quarter ended September 30, 1995. (b) The dispositions described in subsection (c) of this Item 5 have resulted in the following beneficial ownership by number of shares: Sole Voting/ Shared Voting/ Dispositive Power Dispositive Power ----------------- ----------------- Marshall T. Reynolds -0-(1) 75,155(2)(3) Shirley A. Reynolds 40,000 75,155(2)(3) Robert L. Shell, Jr. 22,000(1)(4) -0- Robert H. Beymer -0- -0- Barbara W. Beymer 27,000 -0- Thomas W. Wright -0- 7,000(2) Deborah P. Wright 20,000 7,000(2) Jeanne D. Hubbard 1,500 -0- (1) Upon any default under Robert L. Shell, Jr.'s loan commitment described in Section 3 of Schedule 13D, Marshall T. Reynolds would be required to purchase the shares of Bancorp Common Stock attributed to Mr. Shell, increasing the number of shares held with sole voting and dispositive power by Mr. Reynolds to 20,000 and reducing Mr. Shell's beneficial ownership to -0-. (2) Shares held jointly between spouses. (3) Includes 10,000 shares held by dependent child. 1 (4) Includes 2,000 shares held by spouse. (c) Except as otherwise described in this Schedule 13D, as amended, none of the Reporting Persons beneficially own any shares of Bancorp Common Stock. Other than as described below, no transactions in Bancorp Common Stock were effected during the past 60 days by the Reporting Persons. On March 5, 1996, Marshall T. Reynolds and Shirley A.Reynolds, from the 85,155 Shares held by them as joint tenants with right of survivorship: (a) Transferred by gift 10,000 Shares to Douglas V. Reynolds, their son. These shares continue to be reflected as beneficially owned by them in subsection (b) of this Item 5. (b) Sold, for the cash price of $17.00 per share, 10,000 Shares to Jo Ann Scaggs. On March 5, 1996, Robert L. Shell, Jr.: (a) Sold, for the cash price of $17.00 per share, 3,000 Shares to Philip Todd Shell, his son, and 2,000 Shares to Kimberley Meade Shell, his daughter-in-law. (b) Transferred by gift 2,000 Shares to Lena Ji, his wife. These shares continue to be reflected as beneficially owned by Robert L. Shell, Jr. in subsection (b) of this Item 5. On January 24, 1996, Robert H. Beymer transferred to Barbara W. Beymer all his right, title and interest in the 7,000 Shares they held as joint tenants with right of survivorship. 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. This statement is filed on behalf of each and all of the persons signatory below. Dated: March 5, 1996 /s/ Marshall T. Reynolds /s/ Barbara W. Beymer - ------------------------------ ------------------------------ MARSHALL T. REYNOLDS BARBARA W. BEYMER /s/ Shirley A. Reynolds /s/ Robert L. Shell, Jr. - ------------------------------ ------------------------------ SHIRLEY A. REYNOLDS ROBERT L. SHELL, JR. /s/ Robert H. Beymer - ------------------------------ ROBERT H. BEYMER c:\h&r\a-adams2.13d 2 -----END PRIVACY-ENHANCED MESSAGE-----