0001193125-19-237336.txt : 20190904 0001193125-19-237336.hdr.sgml : 20190904 20190904114255 ACCESSION NUMBER: 0001193125-19-237336 CONFORMED SUBMISSION TYPE: 144/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20190904 DATE AS OF CHANGE: 20190904 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: 144/A SEC ACT: 1933 Act SEC FILE NUMBER: 001-38087 FILM NUMBER: 191073677 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 REPORTING-OWNER: COMPANY DATA: COMPANY CONFORMED NAME: Lee Kirk L. CENTRAL INDEX KEY: 0001275804 RELATIONSHIP: DIRECTOR FILING VALUES: FORM TYPE: 144/A MAIL ADDRESS: STREET 1: 201 SOUTH JEFFERSON AVENUE CITY: MOUNT PLEASANT STATE: TX ZIP: 75455 FORMER COMPANY: FORMER CONFORMED NAME: LEE KIRK DATE OF NAME CHANGE: 20040109 144/A 1 d792250d144a.htm 144/A 144/A

OMB APPROVAL

OMB Number   3235-0101
Expires:   June 30, 2020
Estimated average burden
hours per response   1.00

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 144/A

 

NOTICE OF PROPOSED SALE OF SECURITIES

PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933

 

    SEC USE ONLY
  

    

 

  

    

 

       
    
ATTENTION:

Transmit for filing 3 copies of this form concurrently with either placing an order with a broker to execute sale or executing a sale directly with a market maker.

 

1(a) NAME OF ISSUER

Guaranty Bancshares, Inc.

  

(b) IRS IDENT. NO.

75-1656431

  

(c) S.E.C. FILE NO.

001-38087

1(d) ADDRESS OF ISSUER    CITY   STATE      ZIP CODE   (e) TELEPHONE NO
              AREA CODE    NUMBER
16475 Dallas Parkway, Suite 600    Addison   TX      75001   903    572-9881

2(a) NAME OF PERSON FOR WHOSE ACCOUNT
        THE SECURITIES ARE TO BE SOLD

Kirk L. Lee

  

(b) RELATIONSHIP TO         ISSUER

Director/Officer

  

(c) ADDRESS (STREET, CITY, STATE, ZIP CODE)

16475 Dallas Parkway, Suite 600, Addison, Texas 75001

INSTRUCTION: The person filing this notice should contact the issuer to obtain the I.R.S. Identification Number and the S.E.C. File Number.

 

3(a)                    (b)         SEC USE ONLY    (c)    (d)   (e)    (f)    (g)

Title of the

Class of

Securities

To Be Sold

   

Name and Address of Each Broker Through Whom

the Securities are to be Offered or Each Market

Maker who is Acquiring the Securities

 

   

Broker-Dealer

File Number

   

Number of Shares

or Other Units

To Be Sold

(See instr. 3(c))

   

Aggregate

Market Value

 

(See instr. 3(d))

  

Number of Shares

or Other Units

Outstanding

(See instr. 3(e))

   

Approximate

Date of Sale

(See instr. 3(f))

(MO. DAY YR.)

   

Name of Each

Securities

Exchange

(See instr. 3(g))

               
Common Stock   

Capital Institutional Services, Inc.

1700 Pacific Ave., Ste. 1100

Dallas, Texas 75201

         7,027(1)    $211,794(2)   11,560,058    (3)    NASDAQ

 

INSTRUCTIONS:

1.

   (a)   Name of issuer
  (b)   Issuer’s I.R.S. Identification Number
  (c)   Issuer’s S.E.C. file number, if any
  (d)   Issuer’s address, including zip code
  (e)   Issuer’s telephone number, including area code

2.

   (a)   Name of person for whose account the securities are to be sold
  (b)   Such person’s relationship to the issuer (e.g., officer, director, 10 percent stockholder, or member of immediate family of any of the foregoing)
  (c)   Such person’s address, including zip code

3.

   (a)   Title of the class of securities to be sold
  (b)   Name and address of each broker through whom the securities are intended to be sold
  (c)   Number of shares or other units to be sold (if debt securities, give the aggregate face amount)
  (d)   Aggregate market value of the securities to be sold as of a specified date within 10 days prior to the filing of this notice
  (e)   Number of shares or other units of the class outstanding, or if debt securities the face amount thereof outstanding, as shown by the most recent report or statement published by the issuer
  (f)   Approximate date on which the securities are to be sold
  (g)   Name of each securities exchange, if any, on which the securities are intended to be sold
 

Potential persons who are to respond to the collection of information contained in this form are not required

to respond unless the form displays a currently valid OMB control number.

TABLE I—SECURITIES TO BE SOLD

Furnish the following information with respect to the acquisition of the securities to be sold

and with respect to the payment of all or any part of the purchase price or other consideration therefor:

 

Title of

the Class

   

Date you  

Acquired  

    Name of Acquisition Transaction   

Name of Person From Whom Acquired

(If gift, also give date donor acquired)

    Amount of
Securities Acquired		   

Date of  

Payment  

   

Nature of

Payment

             
     Common Stock    Various    Issuer common stock allocated to participant’s account in Issuer’s KSOP    Guaranty Bancshares, Inc. Employee Stock Ownership Plan with 401(k) Provisions    119,721    Various    Rollover of funds from participant’s retirement account with prior employer to his account in Issuer’s KSOP
INSTRUCTIONS:    If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

 

 

TABLE II—SECURITIES SOLD DURING THE PAST 3 MONTHS

 

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

 

Name and Address of the Seller   Title of Securities Sold   Date of Sale       Amount of    
Securities Sold    		   Gross Proceeds    
         
None                

Remarks:

 

  (1)

The reporting person is filing this Amendment to the Form 144 originally filed on July 26, 2019 (“Original Form 144”) in order to change the broker through whom the securities are to be offered, reflect that any sales will occur under a Rule 10b5-1 trading plan, and change the date of approximate sale. The reporting person filed the Origin Form 144 for the proposed sale of the 7,027 shares between July 26, 2019 and September 13, 2019, however, none of the shares had been sold as of the date of this Amendment. On August 15, 2019, the reporting person entered into a Rule 10b5-1 trading plan with Capital Institutional Services, Inc., which contemplates the sale of up to 7,027 shares of the Issuer’s common stock from August 15, 2019 to August 15, 2020 under the parameters set forth in the plan.

  (2)

Based on closing market price of $30.14 on August 30, 2019.

  (3)

Any sales by the reporting person will occur under the terms of a Rule 10b5-1 trading plan, which contemplates the sale of up to 7,027 shares of the Issuer’s common stock from August 15, 2019 to August 15, 2020 under certain specified conditions.

 

 

 

INSTRUCTIONS:

See the definition of “person” in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

     

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

September 4, 2019

Date of Notice

     

/s/ Randall R. Kucera, as attorney in fact

(Signature)

August 15, 2019

Date of Plan Adoption or Giving of Instruction, if Relying on Rule 10b5-1.

      The notice shall be signed by the person for whose account the securities are to be sold. At least one copy of the notice shall be manually signed. Any copies not manually signed shall bear typed or printed signatures.

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)