8-K 1 form8k81806.txt 8K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________ FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 18, 2006 KENTUCKY BANCSHARES, INC. (Exact Name of Registrant as specified in Charter) Kentucky 33-96358 61-0993464 (State or other (Commission (IRS Employer jurisdiction of File Number) Identification No.) incorporation) P.O. Box 157, Paris, Kentucky 40362-0157 (Address of principal executive offices) (Zip code) (859)987-1795 (Registrant's telephone number, including area code) N/A (Former name or former address, if changed since last report.) INFORMATION TO BE INCLUDED IN THE REPORT Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers. (a) Not applicable (b) Not applicable (c) Not applicable (d) (1) On August 15, 2006, in conjunction with its regularly scheduled meeting, the Board of Directors of Kentucky Bancshares, Inc. (the "Registrant") appointed B. Proctor Caudill, Jr. as a director of the Registrant effective immediately. On July 11, 2006, in conjunction with its regularly scheduled meeting, the Board of Directors of Kentucky Bank (the "Bank") appointed B. Proctor Caudill, Jr. as a director effective immediately. The Board also appointed Mr. Caudill as special projects manager. The Bank is the Registrant's sole operating subsidiary. (2) Not applicable (3) Mr. Caudill is expected to serve on the Registrant's Strategic Planning Committee and the Bank's Director Loan Committee, Investment Committee and Wealth Management Committee. (4) In July 2006, the Registrant completed the merger of Peoples Bancorp of Sandy Hook, Inc. ("Peoples Bancorp") into a subsidiary of the Registrant. Total consideration for the transaction was $14,000,000, with 60% of the consideration represented by cash and 40% of the consideration represented by the Registrant's common stock. Mr. Caudill, his spouse and trusts for the benefit of his immediate family members owned approximately 95% of the outstanding shares of Peoples Bancorp common stock. Mr. Caudill served as the president and chief executive officer of Peoples Bancorp and its subsidiary bank. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. KENTUCKY BANCSHARES, INC. Date: August 18, 2006 By /s/ Gregory J. Dawson Gregory J. Dawson, C.F.O. - 2 -