0001096906-16-001686.txt : 20160615 0001096906-16-001686.hdr.sgml : 20160615 20160614173336 ACCESSION NUMBER: 0001096906-16-001686 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20160615 DATE AS OF CHANGE: 20160614 GROUP MEMBERS: IRWIN M. HERZ, JR. GROUP MEMBERS: MOODY BANCSHARES, INC. GROUP MEMBERS: MOODY BANK HOLDING CO GROUP MEMBERS: MOODY NATIONAL BANK GROUP MEMBERS: ROBERT L. MOODY, SR. GROUP MEMBERS: THREE R TRUSTS SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: National Western Life Group, Inc. CENTRAL INDEX KEY: 0001635984 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-89328 FILM NUMBER: 161713865 BUSINESS ADDRESS: STREET 1: C/O NATIONAL WESTERN LIFE INSURANCE CO. STREET 2: 850 EAST ANDERSON LANE CITY: AUSTIN STATE: TX ZIP: 78752 BUSINESS PHONE: (512) 719-0143 MAIL ADDRESS: STREET 1: C/O NATIONAL WESTERN LIFE INSURANCE CO. STREET 2: 850 EAST ANDERSON LANE CITY: AUSTIN STATE: TX ZIP: 78752 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: MOODY NATIONAL BANK TRUST DIVISION CENTRAL INDEX KEY: 0001092903 IRS NUMBER: 740560665 STATE OF INCORPORATION: TX FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D BUSINESS ADDRESS: STREET 1: 2302 POST OFFICE STREET STREET 2: POST OFFICE BOX 1139 CITY: GALVESTON STATE: TX ZIP: 77550 BUSINESS PHONE: 4097655561 MAIL ADDRESS: STREET 1: 2302 POST OFFICE ST STREET 2: PO BOX 1139 CITY: GALVESTON STATE: TX ZIP: 77550 SC 13D 1 moody.htm SCH13D


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


SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. ____)*

NATIONALWESTERN LIFE GROUP, INC.
(Name of Issuer)

Class A Common Stock ($0.01 par value)
(Title of Class of Securities)

638517102
(CUSIP Number)

John B. Smith, Executive Vice President and Senior Trust Officer
Moody National Bank
2302 Postoffice St.
Galveston, Texas 77550
(409) 632-5234
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)


June 6, 2016
(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

*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 provision of the Act (however, see the Notes).

 
CUSIP No.  638517102


1.
Names of Reporting Persons:
Robert L. Moody, Sr.

I.R.S. Identification Nos. of above persons (entities only):


2.
Check the Appropriate Box if a Member of a Group

(a) [ ]

(b) [X]

 
3.
SEC Use Only


4.
Source of Funds (See instructions) Not applicable.


5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)


6.
Citizenship or Place of Organization:
U.S.A.
 
Number of shares
Beneficially owned
By each reporting
Person with:
 
7.  Sole Voting Power:  0
8.  Shared Voting Power:  1,167,597
9.  Sole Dispositive Power:  0
10.  Shared Dispositive Power: 1,167,597


11.
Aggregate Amount Beneficially Owned by Each Reporting Person:
1,167,597

12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares  [ ]

13.
Percent of Class Represented by Amount in Row (11):
33.9%
14.
Type of Reporting Person (See Instructions):
        IN

CUSIP No.  638517102


1.
Names of Reporting Persons:
Moody National Bank

I.R.S. Identification Nos. of above persons (entities only):


2.
Check the Appropriate Box if a Member of a Group

(a) [ ]

(b) [X]

 
3.
SEC Use Only


4.
Source of Funds (See instructions) Not applicable.


5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)


6.
Citizenship or Place of Organization:
                        U.S.A. (Reporting person is a nationally chartered banking association.)


 
Number of shares
Beneficially owned
By each reporting
Person with:
 
7.  Sole Voting Power:  0
8.  Shared Voting Power:  1,167,597
9.  Sole Dispositive Power:  0
10.  Shared Dispositive Power: 1,167,597


11.
Aggregate Amount Beneficially Owned by Each Reporting Person:
        0

12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares  [X]

13.
Percent of Class Represented by Amount in Row (11):
0%
 
14.
Type of Reporting Person (See Instructions):
       BK

CUSIP No.  638517102


1.
Names of Reporting Persons:
Moody Bancshares, Inc.

I.R.S. Identification Nos. of above persons (entities only):


2.
Check the Appropriate Box if a Member of a Group

(a) [ ]

(b) [X]

 
3.
SEC Use Only


4.
Source of Funds (See instructions) Not applicable.


5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)


6.
Citizenship or Place of Organization:
                        Texas
 
Number of shares
Beneficially owned
By each reporting
Person with:
 
7.  Sole Voting Power:  0
8.  Shared Voting Power:  1,167,597
9.  Sole Dispositive Power:  0
10.  Shared Dispositive Power: 1,167,597


11.
Aggregate Amount Beneficially Owned by Each Reporting Person:
        0

12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares  [X]

13.
Percent of Class Represented by Amount in Row (11):
0%

 
14.
Type of Reporting Person (See Instructions):
                               CO

CUSIP No.  638517102


1.
Names of Reporting Persons:
Moody Bank Holding Company

I.R.S. Identification Nos. of above persons (entities only):


2.
Check the Appropriate Box if a Member of a Group

(a) [ ]

(b) [X]

 
3.
SEC Use Only


4.
Source of Funds (See instructions) Not applicable.


5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)


6.
Citizenship or Place of Organization:
                      Nevada

 
 
Number of shares
Beneficially owned
By each reporting
Person with:
 
7.  Sole Voting Power:  0
8.  Shared Voting Power:  1,167,597
9.  Sole Dispositive Power:  0
10.  Shared Dispositive Power: 1,167,597


11.
Aggregate Amount Beneficially Owned by Each Reporting Person:
        0

12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares  [X]

13.
Percent of Class Represented by Amount in Row (11):
0%

 
14.
Type of Reporting Person (See Instructions):
                             CO

CUSIP No.  638517102


1.
Names of Reporting Persons:
Three R Trusts

I.R.S. Identification Nos. of above persons (entities only):


2.
Check the Appropriate Box if a Member of a Group

(a) [ ]

(b) [X]

 
3.
SEC Use Only


4.
Source of Funds (See instructions) Not applicable.


5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)


6.
Citizenship or Place of Organization:
                      Texas
 
Number of shares
Beneficially owned
By each reporting
Person with:
 
7.  Sole Voting Power:  0
8.  Shared Voting Power:  1,170,097
9.  Sole Dispositive Power:  0
10.  Shared Dispositive Power: 1,170,097


11.
Aggregate Amount Beneficially Owned by Each Reporting Person:
2,500

12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares  [X]

13.
Percent of Class Represented by Amount in Row (11):
Less than 1%

 
14.
Type of Reporting Person (See Instructions):
                                 OO

CUSIP No.  638517102


1.
Names of Reporting Persons:
Irwin M. Herz, Jr.

I.R.S. Identification Nos. of above persons (entities only):


2.
Check the Appropriate Box if a Member of a Group

(a) [ ]

(b) [X]

 
3.
SEC Use Only


4.
Source of Funds (See instructions) Not applicable.


5.
Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e)


6.
Citizenship or Place of Organization:
U.S.A.
 
Number of shares
Beneficially owned
By each reporting
Person with:
 
7.  Sole Voting Power:  2,000
8.  Shared Voting Power:  1,170,097
9.  Sole Dispositive Power:  2,000
10.  Shared Dispositive Power: 1,170,097


11.
Aggregate Amount Beneficially Owned by Each Reporting Person:
2,000

12.
Check if the Aggregate Amount in Row (11) Excludes Certain Shares  [X]

13.
Percent of Class Represented by Amount in Row (11):
Less than 1%

 
14.
Type of Reporting Person (See Instructions):
                                 IN

 Item 1.  Security and Issuer
 
This statement on Schedule 13D relates to the Class A Common Stock of National Western Life Group, Inc. ("Issuer"). The address of Issuer's principal executive offices is 850 East Anderson Lane, Austin, Texas 78752.


Item 2.  Identity and Background

(a)
The names of the persons filing this statement on Schedule 13D (the "Reporting Persons"), and the jurisdiction of organization of such Reporting Persons that are entities, are as follows:

Robert L. Moody, Sr.
Moody National Bank (national banking association)
Moody Bancshares, Inc. (Texas corporation)
Moody Bank Holding Company (Nevada corporation)
Three R Trusts (Texas trust)
Irwin M. Herz, Jr.

(b)
The address of the principal business office of Robert L. Moody, Sr. is:
2302 Postoffice, Suite 702
Galveston, Texas  77550

The address of the principal business office of Moody National Bank, Moody Bancshares,  Inc. and Moody Bank Holding Company is:
2302 Postoffice
Galveston, Texas  77550

The address of the principal business office of the Three R Trusts is:
2302 Postoffice, Suite 702
Galveston, Texas  77550

The address of the principal business office of Irwin M. Herz, Jr. is:
One Moody Plaza
18th Floor
Galveston, Texas  77550

(c)
Robert L. Moody, Sr. is a retired principal executive officer of Issuer and Moody National Bank.
Moody National Bank is a national bank.
Moody Bancshares, Inc. and Moody Bank Holding Company are bank holding companies.
Three R Trusts are trusts for the benefit of the children of Robert L. Moody, Sr.
Irwin M. Herz, Jr. is an attorney and trustee of the Three R Trusts.

(d)
None of the Reporting Persons, during the last five years, has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)
None of the Reporting Persons, during the last five years, was a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f)                     Robert L. Moody, Sr. and Irwin M. Herz, Jr. are citizens of the U.S.A.



Item 3.                          Source and Amount of Funds or Other Consideration

This statement on Schedule 13D is not filed as a result of any purchase of securities of Issuer.  Rather, on June 6, 2016, Moody National Bank, pursuant to a statutory durable power of attorney executed by Robert L. Moody, Sr., Issuer's controlling stockholder (the "Power of Attorney"), voted certain shares of Issuer beneficially owned by Mr. Moody in connection with Issuer's upcoming Annual Meeting of Stockholders to be held on June 15, 2016.  A copy of such power of attorney is attached hereto as Exhibit 1.

Item 4.  Purpose of Transaction

The response to Item 3 above is incorporated herein by reference.  The Reporting Persons do not have any plans or proposals which relate to, or would result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of the instructions to Item 4 of Schedule 13D. The Reporting Persons may, at any time and from time to time, review or reconsider their position and/or change their purpose and/or formulate plans or proposals with respect thereto.  On June 6, 2016, Moody National Bank, pursuant to the Power of Attorney, also voted 198,074 shares of Issuer's Class B Common Stock, representing 99.0% of such class, beneficially owned by Mr. Moody in connection with Issuer's upcoming Annual Meeting of Stockholders to be held on June 15, 2016. The shares of Class B Common Stock are entitled to elect a majority of the members of the board of directors of Issuer.

Item 5.                          Interest in Securities of the Issuer

(a)
Robert L. Moody, Sr. beneficially owns 1,167,597 shares of Issuer's Class A Common Stock, representing 33.9% of such class.  Such total includes one share owned by Mr. Moody's wife, Ann M. Moody, and 8,500 shares that are issuable upon the exercise of stock options that are either currently exercisable or that will become exercisable within sixty days of the filing of this Schedule 13D.

As the attorney-in-fact for Robert L. Moody, Sr. pursuant to the Power of Attorney, Moody National Bank may have beneficial ownership of the 1,167,597 Class A shares beneficially owned by Robert L. Moody, Sr.  Moody National Bank disclaims beneficial ownership of all of these shares pursuant to Rule 13d-4.

Moody Bank Holding Company owns a controlling interest in Moody National Bank and, therefore, may have beneficial ownership of the 1,167,597 Class A shares that may be beneficially owned by Moody National Bank.  Moody Bank Holding Company disclaims beneficial ownership of all of these shares pursuant to Rule 13d-4.

Moody Bancshares, Inc. owns all of the outstanding capital stock of Moody Bank Holding Company and, therefore, may have beneficial ownership of the 1,167,597 Class A shares that may be beneficially owned by Moody National Bank.  Moody Bancshares, Inc. disclaims beneficial ownership of all of these shares pursuant to Rule 13d-4.

The Three R Trusts own a controlling interest in Moody Bancshares, Inc. and may have beneficial ownership of the 1,167,597 Class A shares that may be beneficially owned by Moody National Bank.  In addition, the Three R Trusts separately beneficially own an additional 2,500 Class A shares, representing less than 1% of such class.  The Three R Trusts disclaim beneficial ownership of the 1,167,597 shares that may be beneficially owned by Moody National Bank pursuant to Rule 13d-4.

Irwin M. Herz, Jr. owns 2,000 Class A shares directly, representing less than 1% of such class.  In addition, Mr. Herz is the sole trustee of the Three R Trusts and may beneficially own the 1,167,597 Class A shares that may be beneficially owned by Moody National Bank and the 2,500 Class A shares beneficially owned by the Three R Trusts.  Mr. Herz disclaims beneficial ownership of the 1,167,597 shares that may be beneficially owned by Moody National Bank and the 2,500 shares beneficially owned by the Three R Trusts pursuant to Rule 13d-4.


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

(i)
Sole power to vote or to direct the vote:

Irwin M. Herz, Jr. has the sole power to vote or direct the vote of 2,000 shares of Issuer's Class A Common Stock.

(ii)
Shared power to vote or to direct the vote:

Robert L. Moody, Sr., Moody National Bank, Moody Bancshares, Inc. and Moody Bank Holding Company have shared power to vote or direct the vote of 1,167,597 shares of Issuer's Class A Common Stock.

The Three R Trusts and Irwin M. Herz, Jr. have shared power to vote or direct the  vote of 1,170,097 shares of Issuer's Class A Common Stock.

(iii)
Sole power to dispose or to direct the disposition of:

Irwin M. Herz, Jr. has the sole power to dispose or direct the disposition of 2,000 shares of Issuer's Class A Common Stock.

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

Robert L. Moody, Sr., Moody National Bank, Moody Bancshares, Inc. and Moody Bank Holding Company have shared power to dispose or direct the disposition of 1,167,597 shares of Issuer's Class A Common Stock.

The Three R Trusts and Irwin M. Herz, Jr. have shared power to dispose or direct  the disposition of 1,170,097 shares of Issuer's Class A Common Stock.

(c)
None.

(d)
Not applicable.

(e)
Not applicable.

Item 6.  Contracts, Arrangements, Understandings or Relationships with Respect to Securities of Issuer

The responses to Item 3 and Item 5(a) above are incorporated herein by reference.

Item 7.  Material to be filed as Exhibits

A copy of the Power of Attorney is attached hereto as Exhibit 1.
 
[The remainder of this page is intentionally left blank.  The signature page follows.]


SIGNATURE

After reasonable inquiry and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

Dated: June 13, 2016
 
 
Robert L. Moody, Sr.
   
 
By: Moody National Bank as Attorney-in-Fact
   
 
By:  /s/ John B. Smith
 
John B. Smith, Executive Vice President and Senior Trust Officer
   
 
Moody National Bank
 
By:  /s/ John B. Smith
 
John B. Smith, Executive Vice President and Senior Trust Officer
   
   
 
Moody Bancshares, Inc.
   
 
By:  /s/ Victor R. Pierson
 
Victor R. Pierson, President
   
   
 
Moody Bank Holding Company
 
By:  /s/ Victor R. Pierson
 
Victor R. Pierson, President
   
   
 
Three R Trusts
   
 
By:  /s/ Irwin M. Herz, Jr.
 
Irwin M. Herz, Jr., Trustee
   
   
 
Irwin M. Herz, Jr.
   
 
 /s/ Irwin M. Herz, Jr.



EXHIBIT A

JOINT FILING AGREEMENT

The undersigned hereby agree that the statement on Schedule 13D with respect to the Class A Common Stock of National Western Life Group, Inc. dated as of June 13, 2016 is, and any amendments thereto signed by each of the undersigned shall be, filed on behalf of each of the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.

Dated: June 13, 2016
 
   
 
Robert L. Moody, Sr.
   
 
By: Moody National Bank as Attorney-in-Fact
   
 
By:  /s/ John B. Smith
 
John B. Smith, Executive Vice President and Senior Trust Officer
   
   
 
Moody National Bank
 
By:  /s/ John B. Smith
 
John B. Smith, Executive Vice President and Senior Trust Officer
   
   
 
Moody Bancshares, Inc.
 
By:  /s/ Victor R. Pierson
 
Victor R. Pierson, President
   
 
Moody Bank Holding Company
 
By:  /s/ Victor R. Pierson
  Victor R. Pierson, President
   
 
Three R Trusts
   
 
By:  /s/ Irwin M. Herz, Jr.
 
Irwin M. Herz, Jr., Trustee
   
   
 
Irwin M. Herz, Jr.
   
 
/s/ Irwin M. Herz, Jr.
 
 

 

EX-99.1 2 exh99_1.htm STATUTORY DURABLE POWER OF ATTORNEY


STATUTORY DURABLE POWER OF ATTORNEY
NOTICE:  THE POWERS GRANTED BY THIS DOCUMENT ARE BROAD AND SWEEPING. THEY ARE EXPLAINED IN THE DURABLE POWER OF ATTORNEY ACT, SUBTITLE P, TITLE 2, ESTATES CODE.  IF YOU HAVE ANY QUESTIONS ABOUT THESE POWERS, OBTAIN COMPETENT LEGAL ADVICE.  THIS DOCUMENT DOES NOT AUTHORIZE ANYONE TO MAKE MEDICAL AND OTHER HEALTH-CARE DECISIONS FOR YOU.  YOU MAY REVOKE THIS POWER OF ATTORNEY IF YOU LATER WISH TO DO SO.
You should select someone you trust to serve as your agent (attorney in fact).  Unless you specify otherwise, generally the agent's (attorney in fact's) authority will continue until:
(1)  you die or revoke the power of attorney;
(2)  your agent (attorney in fact) resigns or is unable to act for you; or
(3)  a guardian is appointed for your estate.
I, Robert L. Moody, residing at 5 Colony Park Dr., Galveston, TX 77551, appoint Moody National Bank, located at 2302 Post Office Galveston, TX 77550, as my agent (attorney in fact) to act for me in any lawful way with respect to all of the following powers that I have initialed below.
TO GRANT ALL OF THE FOLLOWING POWERS, INITIAL THE LINE IN FRONT OF (N) AND IGNORE THE LINES IN FRONT OF THE OTHER POWERS LISTED IN (A) THROUGH (M).
TO GRANT A POWER, YOU MUST INITIAL THE LINE IN FRONT OF THE POWER YOU ARE GRANTING.
TO WITHHOLD A POWER, DO NOT INITIAL THE LINE IN FRONT OF THE POWER.  YOU MAY, BUT DO NOT NEED TO, CROSS OUT EACH POWER WITHHELD.
____ (A) Real property transactions;
____ (B) Tangible personal property transactions;
____ (C) Stock and bond transactions;
____ (D) Commodity and option transactions;
____ (E) Banking and other financial institution transactions;
____ (F) Business operating transactions;
____ (G) Insurance and annuity transactions;
____ (H) Estate, trust, and other beneficiary transactions;
____ (I) Claims and litigation;
____ (J) Personal and family maintenance;
____ (K) Benefits from social security, Medicare, Medicaid, or other governmental programs or civil or military service;
____ (L) Retirement plan transactions;
____ (M) Tax matters;
 RLM (N) ALL OF THE POWERS LISTED IN (A) THROUGH (M).  YOU DO NOT HAVE TO INITIAL THE LINE IN FRONT OF ANY OTHER POWER IF YOU INITIAL LINE (N).


If Line (N) is initialed, this document shall be construed and interpreted as a general power of attorney and my agent (attorney-in-fact) shall have the power and authority to perform or undertake any action I could perform or undertake if I were personally present.

SPECIAL INSTRUCTIONS:
Special instructions applicable to gifts:
My agent (attorney in fact) shall not have the power to make gifts.
ON THE FOLLOWING LINES YOU MAY GIVE SPECIAL INSTRUCTIONS LIMITING OR EXTENDING THE POWERS GRANTED TO YOUR AGENT.
My agent shall be entitled to reasonable compensation from my property for services rendered as agent, not to exceed the fees charged by corporate fiduciaries for trust services in the area in which I live or the amount approved by me if I then have capacity.  In addition, my agent shall be entitled to be reimbursed from my property for reasonable expenses incurred by my agent in the course of performing his or her duties under this power of attorney, subject to my approval if I then have capacity.
Although this instrument contains modifications of the statutory durable power of attorney form found in Tex. Est. Code § 752.051, I intend for it to be a "statutory durable power of attorney" as provided in that section and to be construed as a "statutory durable power of attorney."
UNLESS YOU DIRECT OTHERWISE ABOVE, THIS POWER OF ATTORNEY IS EFFECTIVE IMMEDIATELY AND WILL CONTINUE UNTIL IT IS REVOKED.
CHOOSE ONE OF THE FOLLOWING ALTERNATIVES BY CROSSING OUT THE ALTERNATIVE NOT CHOSEN:
(A)            This power of attorney is not affected by my subsequent disability or incapacity.
(B)            This power of attorney becomes effective upon my disability or incapacity.
YOU SHOULD CHOOSE ALTERNATIVE (A) IF THIS POWER OF ATTORNEY IS TO BECOME EFFECTIVE ON THE DATE IT IS EXECUTED.
IF NEITHER (A) NOR (B) IS CROSSED OUT, IT WILL BE ASSUMED THAT YOU CHOSE ALTERNATIVE (A).
If Alternative (B) is chosen and a definition of my disability or incapacity is not contained in this power of attorney, I shall be considered disabled or incapacitated for purposes of this power of attorney if a physician certifies in writing at a date later than the date this power of attorney is executed that, based on the physician's medical examination of me, I am mentally incapable of managing my financial affairs.  I authorize the physician who examines me for this purpose to disclose my physical or mental condition to another person for purposes of this power of attorney.  A third party who accepts this power of attorney is fully protected from any action taken under this power of attorney that is based on the determination made by a physician of my disability or incapacity.

REVOCATION:
I hereby revoke all previous powers of attorney previously executed by me to be effective under the Texas Durable Power of Attorney Act, (Subtitle P, Title 2, Texas Estates Code) or any of its predecessor statutes, Tex. Prob. Code Ann. §§ 481-506, or Tex. Prob. Code Ann. § 36A.  However, I do not revoke other agency-type arrangements not governed by either of these statutes, including but not limited to durable powers of attorney for health care, medical powers of attorney, directives to physicians, directives to physicians and family or surrogates, and multi-party account agreements at financial institutions.
I agree that any third party who receives a copy of this document may act under it.  Revocation of the durable power of attorney is not effective as to a third party until the third party receives actual notice of the revocation.  I agree to indemnify the third party for any claims that arise against the third party because of reliance on this power of attorney.
If any agent named by me dies, becomes legally disabled, resigns, or refuses to act, I name the following (each to act alone and successively, in the order named) as successor(s) to that agent:  no successor(s) shall be appointed to act successively to Moody National Bank for any reason.
Signed this 26th day of November, 2014.
/s/ Robert L. Moody
___________________________
Robert L. Moody

IMPORTANT INFORMATION FOR AGENT (ATTORNEY IN FACT)

Agent's Duties

When you accept the authority granted under this power of attorney, you establish a "fiduciary" relationship with the principal.  This is a special legal relationship that imposes on you legal duties that continue until you resign or the power of attorney is terminated or revoked by the principal or by operation of law.  A fiduciary duty generally includes the duty to:

(1) act in good faith;
(2) do nothing beyond the authority granted in this power of attorney;
(3) act loyally for the principal's benefit;
(4) avoid conflicts that would impair your ability to act in the principal's best interest; and
(5) disclose your identity as an agent or attorney in fact when you act for the principal by writing or printing the name of the principal and signing your own name as "agent" or "attorney in fact" in the following manner:
(Principal's Name) by (Your Signature) as Agent (or as Attorney in Fact)

In addition, the Durable Power of Attorney Act (Subtitle P, Title 2, Estates Code) requires you to:

(1) maintain records of each action taken or decision made on behalf of the principal;
(2) maintain all records until delivered to the principal, released by the principal, or discharged by a court; and
(3) if requested by the principal, provide an accounting to the principal that, unless otherwise directed by the principal or otherwise provided in the Special Instructions, must include:
(A) the property belonging to the principal that has come to your knowledge or into your possession;
(B) each action taken or decision made by you as agent or attorney in fact;
(C) a complete account of receipts, disbursements, and other actions of you as agent or attorney in fact that includes the source and nature of each receipt, disbursement, or action, with receipts of principal and income shown separately;
(D) a listing of all property over which you have exercised control that includes an adequate description of each asset and the asset's current value, if known to you;
(E) the cash balance on hand and the name and location of the depository at which the cash balance is kept;
(F) each known liability;
(G) any other information and facts known to you as necessary for a full and definite understanding of the exact condition of the property belonging to the principal; and
(H) all documentation regarding the principal's property.


Termination of Agent's Authority

You must stop acting on behalf of the principal if you learn of any event that terminates this power of attorney or your authority under this power of attorney.  An event that terminates this power of attorney or your authority to act under this power of attorney includes:

(1) the principal's death;
(2) the principal's revocation of this power of attorney or your authority;
(3) the occurrence of a termination event stated in this power of attorney;
(4) if you are married to the principal, the dissolution of your marriage by court decree of divorce or annulment;
(5) the appointment and qualification of a permanent guardian of the principal's estate; or
(6) if ordered by a court, the suspension of this power of attorney on the appointment and qualification of a temporary guardian until the date the term of the temporary guardian expires.

Liability of Agent

The authority granted to you under this power of attorney is specified in the Durable Power of Attorney Act (Subtitle P, Title 2, Estates Code).  If you violate the Durable Power of Attorney Act or act beyond the authority granted, you may be liable for any damages caused by the violation or subject to prosecution for misapplication of property by a fiduciary under Chapter 32 of the Texas Penal Code.

THE ATTORNEY IN FACT OR AGENT, BY ACCEPTING OR ACTING UNDER THE APPOINTMENT, ASSUMES THE FIDUCIARY AND OTHER LEGAL RESPONSIBILITIES OF AN AGENT.