-----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, NRiHSSsnAZcnlwSqULDBHjJoqPO9AmMfGtWXioqSPERn0wXxP/BwEQugWXQH29Zp Z8PMmf59lScbRByG5It8DQ== 0000946275-98-000084.txt : 19980218 0000946275-98-000084.hdr.sgml : 19980218 ACCESSION NUMBER: 0000946275-98-000084 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980213 SROS: NASD SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GUARANTY FEDERAL BANCSHARES INC CENTRAL INDEX KEY: 0001046203 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 431792717 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-53131 FILM NUMBER: 98536542 BUSINESS ADDRESS: STREET 1: 1341 WEST BATTLEFIELD CITY: SPRINGFIELD STATE: MO ZIP: 65807 BUSINESS PHONE: 4178892494 MAIL ADDRESS: STREET 1: 1341 WEST BATTLEFIELD CITY: SPRINGFIELD STATE: MO ZIP: 65807 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GUARANTY FEDERAL SAVINGS BANK ESOP CENTRAL INDEX KEY: 0001054989 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 431792718 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1341 WEST BATTLEFIELD CITY: SPRINGFIELD STATE: MO ZIP: 65807 BUSINESS PHONE: 4178892494 MAIL ADDRESS: STREET 1: 1341 WEST BATTLEFIELD CITY: SPRINGFIELD STATE: MO ZIP: 65807 SC 13G 1 SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. _______)* Guaranty Federal Bancshares, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock - -------------------------------------------------------------------------------- (Title of Class of Securities) 40108P 10 1 - -------------------------------------------------------------------------------- (CUSIP Number) * The remainder of the 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). (Continued on following pages) Page 1 of 4 pages CUSIP No. 40108P 10 1 Schedule 13G Page 2 of 4 Pages ------------ -------------- 1. Name of Reporting Person S.S. or I.R.S. Identification Number of above person: Guaranty Federal Savings Bank Employee Stock Ownership Plan 2. Check the appropriate box if a member of a group* (a) |X| (b) |_| 3. SEC Use Only 4. Citizenship or Place of Organization: Missouri Number of Shares Beneficially Owned by Each Reporting Person with: 5. Sole Voting Power: 0 ------- 6. Shared Voting Power: 344,454 ------- 7. Sole Dispositive Power: 0 ------- 8. Shared Dispositive Power: 344,454 ------- 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 344,454 ------- 10. Check Box If The Aggregate Amount in Row (9) Excludes Certain Shares* 11. Percent of Class Represented by Amount in Row 9: 5.5% ------ 12. Type of Reporting Person*: EP * SEE INSTRUCTION Page 3 of 4 Securities and Exchange Commission Washington, D.C. 20549 Item 1(a) Name of Issuer: Guaranty Federal Bancshares, Inc. --------------- Item 1(b) Address of Issuer's Principal Executive Offices: ------------------------------------------------ 1341 West Battlefield Springfield, Missouri 65807 Item 2(a) Name of Person Filing: ---------------------- Guaranty Federal Savings Bank Employee Stock Ownership Plan Item 2(b) Address of Principal Business Office: Same as Item 1(b) ------------------------------------- ----------------- Item 2(c) Citizenship: Missouri ------------ Item 2(d) Title of Class of Securities: Common Stock ----------------------------- Item 2(e) CUSIP Number: 40108P 10 1 ------------ ----------- Item 3 Check whether the person filing is a: ------------------------------------ Item 3(f) X Employee Benefit Plan, Pension Fund which is subject to --- the provisions of the Employee Retirement Income Security Act of 1974. Item 3(h) X Group, in accordance with Rule 13d- 1(b)(1)(ii)(H). --- Item 3(a)(b)(c)(d)(e)(g) - not applicable. Item 4(a) Amount Beneficially Owned: 344,454 -------------------------- ------- Item 4(b) Percent of Class: 5.5 % ---------------- ------------------------- Item 4(c) Number of shares as to which such person has: (i) sole power to vote or to direct the vote -0- ------- (ii) shared power to vote or to direct the vote 344,454 ------- (iii) sole power to dispose or to direct the disposition of -0- ------- (iv) shared power to dispose or to direct the disposition of 344,454 ------- Page 4 of 4 Item 5 Ownership of Five Percent or Less of Class: ------------------------------------------ Not Applicable Item 6 Ownership of More than Five Percent on Behalf of Another -------------------------------------------------------- Person: ------ Not applicable. Item 7 Identification and Classification of the Subsidiary Which --------------------------------------------------------- Acquired the Security Being Reported on by the Parent ----------------------------------------------------- Holding Company. ---------------- Not Applicable Item 8 Identification and Classification of Members of the --------------------------------------------------- Group. ----- This Schedule 13G is being filed on behalf of the Employee Stock Ownership Plan ("ESOP") identified in Item 2(a) by the ESOP Committee and the ESOP Trustee both filing under the Item 3(f) and 3(h) classifications. Exhibit A contains a disclosure of the voting and dispositive powers over shares of the issuer held directly by these entities exclusive of those shares held by the ESOP as well as identification of members of these groups. Item 9 Notice of Dissolution of Group. ------------------------------ Not Applicable Item 10 Certification. -------------- By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were acquired in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. SIGNATURE: After reasonable inquiry and to the best of my knowledge and belief, as a member of the ESOP Committee and as an ESOP Trustee, I certify that the information set forth in this statement is true, complete and correct. /s/ Jack L. Barham 2/6/98 - ------------------------------------------- ------------ Jack L. Barham, as Trustee Date /s/ Wayne V. Barnes 2/9/98 - ------------------------------------------- ------------ Wayne V. Barnes, as Trustee Date /s/ George L. Hall 2/6/98 - ------------------------------------------- ------------ George L. Hall, as Trustee Date /s/ Ivy L. Rogers 2/6/98 - ------------------------------------------- ------------ Ivy L. Rogers, as Trustee Date /s/ Gary Lipscomb 2/6/98 - ------------------------------------------- ------------ Gary Lipscomb, as Trustee Date /s/ Gerald L. Bos 2/6/98 - ------------------------------------------- ------------ Gerald L. Bos, as Trustee Date Exhibit A - --------- Identification of Members of Group ---------------------------------- Shares of common stock of the issuer are held in trust for the benefit of participating employees by the ESOP Trustee. The ESOP Trustee shares voting and dispositive power with the ESOP Committee. By the terms of the ESOP, the ESOP Trustee votes stock allocated to participant accounts as directed by participants. Stock held by the ESOP Trust, but not yet allocated is voted by the ESOP Trustee as directed by the ESOP Committee. Investment direction is exercised by the ESOP Trustee as directed by the ESOP Committee. The ESOP Committee and the ESOP Trustee share voting and dispositive power with respect to the unallocated stock held by the ESOP pursuant to their fiduciary responsibilities under Section 404 of the Employee Retirement Income Security Act of 1974, as amended. Members of the ESOP Committee and ESOP Trustees and their beneficial ownership of shares of common stock of the issuer exclusive of membership on the ESOP Committee and as ESOP Trustee and of shares beneficially owned as a Participant in the ESOP are as follows: Beneficial Beneficial Ownership Name Ownership (1) as ESOP Participant Jack L. Barham 25,391 -0- Wayne V. Barnes 42,375 -0- George L. Hall 2,651 -0- Ivy L. Rogers 12,617 -0- Gary Lipscomb 35,392 -0- Gerald L. Bos 0 -0- - ----------------- (1) Includes shares of common stock of issuer owned in conjunction with family members. The ESOP Committee and ESOP Trustee disclaim ownership of these shares in conjunction with the exercise of their fiduciary duties as members of the ESOP Committee and as ESOP Trustee. -----END PRIVACY-ENHANCED MESSAGE-----