-----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, AtjuKmtkPSfYj9kLYVUUTbp/Yy/fUC6qcB9VDhy0OaN3H8K2ZhzbBPllydaU4iXM VqFmsokzKUC7yXcSxEBjng== 0000927089-99-000356.txt : 19991102 0000927089-99-000356.hdr.sgml : 19991102 ACCESSION NUMBER: 0000927089-99-000356 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19991101 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FFY FINANCIAL CORP CENTRAL INDEX KEY: 0000898757 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 341735753 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-47425 FILM NUMBER: 99738530 BUSINESS ADDRESS: STREET 1: 724 BOARDMAN POLAND RD CITY: YOUNGSTOWN STATE: OH ZIP: 44512 BUSINESS PHONE: 3307263396 MAIL ADDRESS: STREET 1: 724 BOARDMAN POLAND ROAD STREET 2: 724 BOARDMAN POLAND ROAD CITY: YOUNGSTOWN STATE: OH ZIP: 44512 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST BANKERS TRUST CO NA CENTRAL INDEX KEY: 0000941473 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 370622729 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1201 BROADWAY CITY: QUINCY STATE: IL ZIP: 62301 BUSINESS PHONE: 2172288064 MAIL ADDRESS: STREET 1: 1201 BROADWAY CITY: QUINCY STATE: IL ZIP: 62301 SC 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* --- FFY Financial Corp. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, Par Value $0.01 per share - -------------------------------------------------------------------------------- (Title of Class of Securities) 302 42U - -------------------------------------------------------------------------------- (CUSIP Number) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] 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). Page 1 of 8 Pages CUSIP NO. 1 NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities Only) FFY Financial Corp. Employee Stock Ownership and 401(k) Plan IRS I.D. No. 34-1735753 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION The Plan trust was formed under the laws of the State of Ohio. NUMBER OF 5 SOLE VOTING POWER SHARES 529,226 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH 457,775 REPORTING PERSON WITH 7 SOLE DISPOSITIVE POWER 987,001 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 987,001 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 14.4% 12 TYPE OF REPORTING PERSON EP Page 2 of 8 Pages CUSIP NO. 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON First Bankers Trust Company, N.A. IRS I.D. No. 37-0622729 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) X 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States NUMBER OF 5 SOLE VOTING POWER SHARES 529,226 BENEFICIALLY OWNED BY 6 SHARED VOTING POWER EACH 457,775 REPORTING PERSON WITH 7 SOLE DISPOSITIVE POWER 987,001 8 SHARED DISPOSITIVE POWER 0 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 987,001 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 14.4% 12 TYPE OF REPORTING PERSON* BK Page 3 of 8 Pages ITEM 1(a) Name of Issuer: -------------- FFY Financial Corp. (the "Corporation") ITEM 1(b) Address of Issuer's Principal Executive Officers: ------------------------------------------------- 724 Boardman-Poland Road Youngstown, Ohio 44512 ITEM 2(a) Names of Persons Filing: ------------------------ FFY Financial Corp. Employee Stock Ownership and 401(k) Plan (the "KSOP"). First Bankers Trust Company, N.A. (the "Trustee"), the trustee of the KSOP. The Trustee may also be deemed to beneficially own the shares held by the KSOP. ITEM 2(b) Address of Principal Business Office: ------------------------------------- The business address of the KSOP is: c/o FFY Financial Corp. 724 Boardman-Poland Road Youngstown, Ohio 44512 The business address of the Trustee is: First Bankers Trust Co., N.A. Broadway at 12th Street Quincy, Illinois 62301-3566 ITEM 2(c) Citizenship: ------------ The KSOP trust was formed under the laws of the State of Ohio. The Trustee is a national bank organized under the laws of the United States. ITEM 2(d) Title of Class of Securities: ----------------------------- Common stock, par value $.01 per share (the "Common Stock"). ITEM 2(e) CUSIP Number: ITEM 3 If this statement is filed pursuant to Section 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is: (a) [ ] Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); (b) [ ] Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); (c) [ ] Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); (d) [ ] Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); (e) [ ] An investment adviser in accordance with Section 240.13d-1(b)(1)(ii)(E); (f) [X] An employee benefit plan or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F); (g) [ ] A parent holding company or control person in accordance with Section 240.13d-1(b)(1)(ii)(G); (h) [ ] A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); (i) [ ] A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3) (j) [ ] Group, in accordance with Section 240.13d-1(b)(1)(ii)(J). Page 4 of 8 Pages ITEM 4 Ownership: ---------- The KSOP holds an aggregate of 987,001 shares of Common Stock (14.4% of the outstanding shares). Of the 987,001 shares held, the KSOP has sole voting power with respect to 529,226 of such shares and sole dispositive power with respect to all 987,001 of such shares. The KSOP has shared voting power with the KSOP participants with respect to the 457,775 shares which have been allocated and contributed to participant ESOP and 401(k) matching accounts. The Trustee may be deemed to beneficially own the 987,001 shares held by the KSOP. However, the Trustee expressly disclaims beneficial ownership of all of such shares. Other than the shares held by the KSOP, the Trustee does not beneficially own any shares of Common Stock. Pursuant to the KSOP, participants in the KSOP are entitled to instruct the Trustee as to the voting of the shares allocated and contributed to their ESOP and 401(k) matching accounts. The Trustee is required to vote the shares held by the KSOP which have not been allocated or contributed to specific accounts on each issue with respect to which shareholders are entitled to vote in the same manner that the Trustee is directed to vote by a majority of the plan participants who directed the Trustee as to the manner of voting the shares allocated to their ESOP accounts. 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: --------------- Not Applicable. Page 5 of 8 Pages 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 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 in and are not held in connection with or as a participant in any transaction having such purpose or effect. Page 6 of 8 Pages 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. FFY FINANCIAL CORP. Date: November 1, 1999 EMPLOYEE STOCK OWNERSHIP AND 401(k) PLAN ---------------- By:/s/ Carmen Walch ------------------------------- First Bankers Trust Company, N.A., as Trustee Name: Carmen Walch Title: Trust Officer Date: November 1, 1999 FIRST BANKERS TRUST COMPANY, N.A. ---------------- By:/s/ Deborah J. Staff ------------------------------- Name: Deborah J. Staff Title: Administrative Assistant Page 7 of 8 Pages -----END PRIVACY-ENHANCED MESSAGE-----