-----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, ETbS+qyuRB3C6c+/lm/kSdxQxacFmi/ejxk0i9ii+4Y7pQmT8SP/JuBUUzTLth2Q S9n+7mU3Dmw4q3uchbvMzQ== 0001046386-99-000036.txt : 19990217 0001046386-99-000036.hdr.sgml : 19990217 ACCESSION NUMBER: 0001046386-99-000036 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990216 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WINTON FINANCIAL CORP CENTRAL INDEX KEY: 0000857907 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 311303854 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-41400 FILM NUMBER: 99538939 BUSINESS ADDRESS: STREET 1: 5511 CHEVIOT ROAD CITY: CINCINNATI STATE: OH ZIP: 45247 BUSINESS PHONE: 5133853880 MAIL ADDRESS: STREET 1: 5511 CHEVIOT ROAD CITY: CINCINNATI STATE: OH ZIP: 45247 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STAR BANK N A CENTRAL INDEX KEY: 0000837810 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] IRS NUMBER: 310841368 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 425 WALNUT STREET STREET 2: P O BOX 1038 CITY: CINCINNATI STATE: OH ZIP: 45202 BUSINESS PHONE: 5136324000 SC 13G/A 1 SCHEDULE 13G AMENDEMENT NO.6 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 6 ) Winton Financial Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 976446104 (CUSIP Number) December 31, 1998 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [x] Rule 13d-1(b) [ ] Rule 13d-1(c) [ ] 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. 976446104 13G - ---------------------------------------- - ------------------------------------------------------------------------------ 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Star Bank, N.A., Trustee of the Winton Financial Corporation Financial Corporation Employee Stock Ownership Plan - ------------------------------------------------------------------------------ 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X - ------------------------------------------------------------------------------ 3 SEC USE ONLY - ------------------------------------------------------------------------------ 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - ------------------------------------------------------------------------------ 5 SOLE VOTING POWER -0- NUMBER OF --------------------------------------------------- SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED -0- BY EACH REPORTING --------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- --------------------------------------------------- 8 SHARED DISPOSITIVE POWER -0- - ----------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON - ------------------------------------------------------------------------------ 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* X See Item 4 - ------------------------------------------------------------------------------ 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 0% - ------------------------------------------------------------------------------ 12 TYPE OF REPORTING PERSON* BK - ------------------------------------------------------------------------------ 2 - ---------------------------------------- CUSIP No. 976446104 13G - ---------------------------------------- - ----------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Winton Financial Corporation Employee Stock Ownership Plan - ----------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X - ---------------------------------------------------------------------------- 3 SEC USE ONLY - ---------------------------------------------------------------------------- 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States - ---------------------------------------------------------------------------- 5 SOLE VOTING POWER -0- NUMBER OF ------------------------------------------------- SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED -0- BY EACH REPORTING ------------------------------------------------- PERSON 7 SOLE DISPOSITIVE POWER WITH -0- ------------------------------------------------- 8 SHARED DISPOSITIVE POWER 312,484 - ----------------------------------------------------------------------------- 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 312,484 - ---------------------------------------------------------------------------- 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* - ----------------------------------------------------------------------------- 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 7.78% - ---------------------------------------------------------------------------- 12 TYPE OF REPORTING PERSON* EP - ---------------------------------------------------------------------------- 3 Item 1(a). Name of Issuer: Winton Financial Corporation Item 1(b). Address of Issuer's Principal Executive Offices: 5511 Cheviot Road Cincinnati, Ohio 45239 Item 2(a). Name of Persons Filing: Star Bank, N.A. Winton Financial Corporation, Employee Stock Ownership Plan Item 2(b). Address of Principal Business Office or, if none, Residence: Star Bank, N.A. P.O. Box 118 Cincinnati, Ohio 45201 Item 2(c). Citizenship: Star Bank, N.A.: Organized under the laws of the United States Winton Financial Corporation, Employee Stock Ownership Plan: Organized in Ohio Item 2(d). Title and Class of Securities: Common Stock Item 2(e). CUSIP Number 976446104 Item 3. If this statement is filed pursuant to Rules 13d-1(b), or 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) [X] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c). 4 (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 ss. 240.13d-1(b)(1)(ii)(E). (f) [X] An employee benefit plan or endowment fund in accordance with ss. 240.13d-1(b)(1)(ii)(F). (g) [ ] A parent holding company or control person in accordance with ss. 240.13d-1(b)(1)(ii)(G). (h) [ ] A savings association as defined in Section 13(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 group, in accordance with ss. 240.13d-1(b)(1)(ii)(J). Item 4. Ownership: At December 31, 1998, there were 312,484 common shares of Winton Financial Corporation in the Winton Financial Corporation Employee Stock Ownership Plan (the "ESOP" or "Plan"). Star Bank, N.A., is the trustee of the Plan. As of December 31, 1998, 312,484 shares held by the plan have been allocated to plan participants. Under the terms of the Plan and related Trust Agreement, the trustee votes all shares allocated to the accounts of participants as directed by the participants to whose accounts such shares have been allocated. With respect to unallocated shares or allocated shares for which no voting instructions have been given, the trustee votes such shares in the same proportion as the shares of which voting instructions were received. The Trust Agreement provides that, except as otherwise provided in the Plan, the trustee shall vote the shares held by the ESOP as directed by the ESOP Committee of the Board of Directors of Winton Financial Corporation. Thus the ESOP Committee can direct voting of shares held by the Plan only if none of the participants to whom shares have been allocated provides voting instructions. The Securities and Exchange Commission has taken the position that the trustee of an employee stock ownership plan is the beneficial owner of shares for which no voting instructions have been received. 5 At December 31, 1998, there were no pending matters for shareholder votes. Therefore, Star Bank, N.A. has determined that, at that date, it had no power to vote any of the shares held by the Plan because before the next anticipated shareholder vote, participants were still able to direct the voting of their shares and, without any voting instruction, the ESOP Committee would direct the voting. Star Bank, N.A., has no power to dispose of the shares, except as specifically directed by the Plan to pay participants. Item 5. Ownership of Five Percent or Less of a Class: Inapplicable Item 6. Ownership of More Than Five Percent on Behalf of Another Person: Inapplicable Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company: Inapplicable Item 8. Identification and Classification of Members of the Group: Inapplicable Item 9. Notice of Dissolution of Group: Inapplicable 6 Item 10. Certification: 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. 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. STAR BANK, N.A. 2/5/99 By: /s/ Paul A. Carl Date Paul A. Carl, Trustee WINTON FINANCIAL CORPORATION EMPLOYEE STOCK OWNERSHIP PLAN 2/5/99 By: Star Bank, N.A., Trustee Date By: /s/ Paul A. Carl Paul A. Carl, Trustee 7 EXHIBIT A AGREEMENT FOR JOINT FILING OF SCHEDULE 13G The undersigned hereby agree that the Schedule 13G being filed with the Securities and Exchange Commission to report their beneficial ownership of more than 5% of the common shares of Winton Financial Corporation, an Ohio corporation, shall be, and is, filed on behalf of each of the undersigned. STAR BANK, N.A. 2/5/99 By: /s/ Paul A. Carl Date Paul A. Carl, Trustee WINTON FINANCIAL CORPORATION EMPLOYEE STOCK OWNERSHIP PLAN 2/5/99 By: Star Bank, N.A., Trustee Date By: /s/ Paul A. Carl Paul A. Carl, Trustee 8 -----END PRIVACY-ENHANCED MESSAGE-----