-----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, ERxNW2dvMElt6P3I+hManNG6zYJdwxylnaTr2Jjt6V9fsaIwqTswJKPcf5OF7OeY uSCg3MNjTyswRe2uctrIgg== 0000950109-97-003827.txt : 19970512 0000950109-97-003827.hdr.sgml : 19970512 ACCESSION NUMBER: 0000950109-97-003827 CONFORMED SUBMISSION TYPE: 8-A12G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19970509 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHWEST BANCORP INC CENTRAL INDEX KEY: 0000914374 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 731136584 STATE OF INCORPORATION: OK FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12G SEC ACT: 1934 Act SEC FILE NUMBER: 000-23064 FILM NUMBER: 97599568 BUSINESS ADDRESS: STREET 1: PO BOX 1988 CITY: STILLWATER STATE: OK ZIP: 74076 BUSINESS PHONE: 4053722230 MAIL ADDRESS: STREET 1: PO BOX 1988 CITY: STILLWATER STATE: OK ZIP: 74076 8-A12G 1 FORM 8-A FORM 8-A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 ---------------------- FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12 (b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 ---------------------- Southwest Bancorp, Inc. SBI Capital Trust (Exact name of registrant as (Exact name of registrant as specified in its charter) specified in its charter) Oklahoma Delaware (State of incorporation or (State of incorporation or organization) organization) 73-1136584 Applied For (IRS Employer Identification Number) (IRS Employer Identification Number) 608 South Main Street 608 South Main Street Stillwater, Oklahoma 74074 Stillwater, Oklahoma 74074 (Address of principal executive (Address of principal executive offices) offices) If this Form relates to the registration of a class of debt securities and is effective upon filing pursuant to General Instruction A(c)(1), please check the following box. [_] If this Form relates to the registration of a class of debt securities and is to become effective simultaneously with the effectiveness of a concurrent registration statement under the Securities Act of 1933 pursuant to General Instruction A(c)(2), please check the following box. [_] Securities to be registered pursuant to Section 12(b) of the Act. None Securities to be registered pursuant to Section 12(g) of the Act. ____% Cumulative Trust Preferred Securities of SBI Capital Trust and Guarantee thereof by Southwest Bancorp, Inc. - -------------------------------------------------------------------------------- (Title of Class) Item 1. Description of Registrant's Securities to be Registered. For a full description of the % Cumulative Trust Preferred Securities (the "Preferred Securities") issued by SBI Capital Trust, a Delaware statutory business trust (the "Trust") and the guarantee with respect to the Preferred Securities by Southwest Bancorp, Inc., an Oklahoma corporation (the "Company"), both of which are being registered hereby, reference is made to the information contained under the captions "Description of the Preferred Securities," "Description of the Subordinated Debentures," and "Description of the Guarantee" in the Prospectus that forms part of the Registration Statement (Registration Nos. 333-______and 333-_____01)(the "Registration Statement") filed by the Company and the Trust with the Securities and Exchange Commission ("SEC") on May 9, 1997, under the Securities Act of 1933, as amended (the "Act"). The information contained in the Registration Statement and the Prospectus, as such may be hereafter amended, is hereby incorporated herein by reference. Definitive copies of the Prospectus describing the Preferred Securities will be filed pursuant to Rule 430A or pursuant to an amendment to the Registration Statement under the Act and shall be deemed to be incorporated by reference into this Registration Statement on Form 8-A. Item 2. Exhibits. Exhibit Number Description - -------------- ----------- 2.1 Certificate of Trust of SBI Capital Trust. Incorporated by reference to Exhibit 4.3 to the Registration Statement. 2.2(a) Trust Agreement of SBI Capital Trust. Incorporated by reference to Exhibit 4.4 to the Registration Statement. 2.2(b) Form of Amended and Restated Trust Agreement of SBI Capital Trust. Incorporated by reference to Exhibit 4.5 to the Registration Statement. 2.3 Form of Preferred Security Certificate of SBI Capital Trust. Incorporated by reference to Exhibit 4.6 to the Registration Statement (included as an exhibit to Exhibit 4.5 of the Registration Statement.) 2.4 Form of Preferred Securities Guarantee Agreement for SBI Capital Trust. Incorporated by reference to Exhibit 4.7 of the Registration Statement. 2.5 Form of Indenture between Southwest Bancorp, Inc. and State Street Bank and Trust Company, as Trustee. Incorporated by reference to Exhibit 4.1 to the Registration Statement. 2.7 Form of Subordinated Debenture. Incorporated by reference to Exhibit 4.2 to the Registration Statement (included as an exhibit to Exhibit 4.1 to the Registration Statement). SIGNATURES Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrants have duly caused this Registration Statement to be signed on their behalf by the undersigned, thereunto duly authorized. Dated: May 9, 1997 SOUTHWEST BANCORP, INC. By: /s/ Robert L. McCormick, Jr. ------------------------------------ Robert L. McCormick, Jr., President SBI CAPITAL TRUST By: /s/ Robert L. McCormick, Jr. ------------------------------------ Robert L. McCormick, Jr., Trustee -----END PRIVACY-ENHANCED MESSAGE-----