0001079557-17-000007.txt : 20170612 0001079557-17-000007.hdr.sgml : 20170612 20170612122519 ACCESSION NUMBER: 0001079557-17-000007 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20170612 DATE AS OF CHANGE: 20170612 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GUARANTY BANCSHARES INC /TX/ CENTRAL INDEX KEY: 0001058867 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 751656431 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-55603 FILM NUMBER: 17905613 BUSINESS ADDRESS: STREET 1: 201 SOUTH JEFFERSON AVENUE CITY: MOUNT PLEASANT STATE: TX ZIP: 75455 BUSINESS PHONE: 9035729881 MAIL ADDRESS: STREET 1: 201 SOUTH JEFFERSON AVENUE CITY: MOUNT PLEASANT STATE: TX ZIP: 75455 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: GUARANTY BANCSHARES INC EMPLOYEE STOCK OWNERSHIP PLAN CENTRAL INDEX KEY: 0001079557 IRS NUMBER: 751656431 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 201 SOUTH JEFFERSON AVENUE CITY: MOUNT PLEASANT STATE: TX ZIP: 75455 BUSINESS PHONE: 9035729881 MAIL ADDRESS: STREET 1: 201 SOUTH JEFFERSON AVENUE CITY: MOUNT PLEASANT STATE: TX ZIP: 75455 FORMER COMPANY: FORMER CONFORMED NAME: GUARANTY BANCSHARES INC EMPLOYEE STK OWNERSHIP PLAN DATE OF NAME CHANGE: 19990212 SC 13G 1 guaranty-schedule13gksop.htm SC 13G Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
    

SCHEDULE 13G

Under the Securities Exchange Act of 1934

 


Guaranty Bancshares, Inc.

(Name of Issuer)

Common Stock, par value $1.00 per share
(Title of Class of Securities)



400764106




(CUSIP Number)


May 5, 2017
(Date of Event Which Requires Filing of this Statement)
 
 
 


Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
☒
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).













50128.0004 73929v2







CUSIP No. 400764106

1

NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON

Guaranty Bancshares, Inc. Employee Stock Ownership Plan with 401K Provisions

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨ 
(b) ☒


3

SEC USE ONLY

4

CITIZENSHIP OR PLACE OF ORGANIZATION

State of Texas
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH:

5

SOLE VOTING POWER

37,229(1)

6

SHARED VOTING POWER

1,281,996(2)

7

SOLE DISPOSITIVE POWER

1,319,225

8

SHARED DISPOSITIVE POWER

0

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,319,225


10

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*                  ¨


11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

[11.9%](3)

12

TYPE OF REPORTING PERSON

EP

(1)
Consists of unallocated shares held by the Guaranty Bancshares, Inc. Employee Stock Ownership Plan with 401K Provisions (the “KSOP”). The unallocated shares held by the KSOP are voted in the discretion of the KSOP trustee. The KSOP Committee of the Board of Directors of Guaranty Bancshares, Inc. currently serves as trustee of the KSOP.
(2)
Consists of shares allocated to the accounts of KSOP participants. These allocated shares are voted in accordance with the written instructions of the individual KSOP participants on all matters requiring the vote of shareholders of Guaranty Bancshares, Inc.
(3)
Based on 11,053,933 shares outstanding as of June 9, 2017.





Item 1(a).    Name of Issuer:

Guaranty Bancshares, Inc.

Item 1(b).    Address of Issuer's Principal Executive Offices:

201 South Jefferson Avenue
Mount Pleasant, Texas 75455

Item 2(a).    Name of Person Filing.

Guaranty Bancshares, Inc. Employee Stock Ownership Plan with 401K Provisions

Item 2(b).    Address of Principal Business Office or, if None, Residence.

Same as Item 1(b).

Item 2(c).    Citizenship or Place of Organization.

State of Texas

Item 2(d).    Title of Class of Securities:

Common Stock, par value $1.00 per share

Item 2(e).    CUSIP Number:

400764106

Item 3.
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

(f) ☒ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F).

Item 4.
Ownership.

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1:

(a)    Amount beneficially owned: 1,319,225 shares of Common Stock

(b)    Percent of Class:    11.9%

(c)    Number of shares as to which such person has:

(i)    sole power to vote or direct the vote: 37,229

(ii)    shared power to vote or direct the vote: 1,281,996

(iii)    sole power to dispose or direct the disposition of: 1,319,225

(iv)    shared power to dispose or direct the disposition of: 0

Item 5.        Ownership of Five Percent or Less of a Class.

Not Applicable






Item 6.        Ownership of More than Five Percent on Behalf of Another Person.

Upon distribution, the participants in the KSOP have the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, the shares of common stock of Guaranty Bancshares, Inc. that were allocated to their accounts in the KSOP.

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.

Not Applicable

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 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, other than activities solely in connection with a nomination under § 240.14a-11.





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.

Dated: June 12, 2017

GUARANTY BANCSHARES, INC. EMPLOYEE STOCK OWNERSHIP PLAN
WITH 401K PROVISIONS

By:    Guaranty Bancshares, Inc. KSOP Committee of the Board of Directors, Trustee


/s/ Carl Johnson, Jr.        
Carl Johnson, Jr., Chairman