Filing Details
- Accession Number:
- 0001140361-17-007339
- Form Type:
- 13G Filing
- Publication Date:
- 2017-02-14 16:45:10
- Filed By:
- Summit Financial Group, Inc. Employee Stock Ownership Plan & Summit Financial Group, Inc. Employee Stock Ownership Trust
- Company:
- Summit Financial Group Inc. (NASDAQ:SMMF)
- Filing Date:
- 2017-02-14
- SEC Url:
- 13G Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Summit Financial Group, Inc. Employee Stock Ownership Plan Summit Financial Group, Inc. Employee Stock Ownership Trust55-0695 | 0 | 575,622 | 0 | 575,622 | 575,622 | 5.29% |
Russell F. Ratliff, Jr | 6,000 | 575,622 | 6,000 | 575,622 | 581,622 | 5.34% |
Ronald F. Miller | 9,954 | 575,622 | 9,954 | 575,622 | 585,577 | 5.38% |
Filing
UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
Under
the Securities Exchange Act of 1934
(Amendment No.
01)*
Summit Financial Group, Inc.
(Name
of Issuer)
Common Stock, par value $2.50 per share
86606G
Calendar Year 2016
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
x
Rule
13d-1(b)
o
Rule
13d-1(c)
o
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).
CUSIP No. | 86606G |
1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Summit Financial Group, Inc. Employee Stock Ownership Plan & Summit Financial Group, Inc. Employee Stock Ownership Trust 55-0695272 | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) x | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
West Virginia | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
0 | |||||
6 | SHARED VOTING POWER | ||||
575,622 (1) (2) | |||||
7 | SOLE DISPOSITIVE POWER | ||||
0 | |||||
8 | SHARED DISPOSITIVE POWER | ||||
575,622 (1) (2) | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
575,622 (1) (2) | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.29% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
EP | |||||
FOOTNOTES | |||||
(1) As of December 31, 2016, the Summit Financial Group, Inc. Employee Stock Ownership Trust (“Trust”) created pursuant to the Summit Financial Group, Inc. Employee Stock Ownership Plan (the “ESOP”) was the beneficial owner, as that term is defined under Rule 13d-3 under the Securities Exchange Act of 1934, as amended, of a total of 575,622 shares of the Company’s common stock, or approximately 5.29% of the total outstanding shares of the Company’s common stock. As trustees of the Trust, Russell F. Ratliff, Jr. and Ronald F. Miller may be deemed to have shared investment power with respect to the Trust shares, under certain circumstances described below.
(2) Under the terms of the ESOP, participants in the ESOP have the right to direct Russell F. Ratliff, Jr. and Ronald F. Miller, as the Trustees of the Trust (the “Trustees”), in the voting of the Company’s common stock allocated to their accounts on all matters required to be submitted to a vote of shareholders. As of December 31, 2016, 393,800 shares have been allocated to participants’ accounts. Under the applicable trust agreement, the Trustees are to vote shares with respect to which no voting instructions are received from plan participants in proportion to the shares voted by plan participants who do submit voting instructions. As a result, the Trustees may theoretically be deemed to share, at least temporarily, voting power as to all shares reported on this Schedule. The Trustees also have limited dispositive power with respect to all shares reported on this Schedule, reflecting a requirement that the assets of the ESOP must primarily consist of shares of the Issuer’s stock. The Trustees disclaim beneficial ownership of the shares attributed to the Trustees in their capacity as Trustees of the Trust. |
CUSIP No. | 86606G |
1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Russell F. Ratliff, Jr. | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) x | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
West Virginia | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
6,000 | |||||
6 | SHARED VOTING POWER | ||||
575,622 (1) (2) | |||||
7 | SOLE DISPOSITIVE POWER | ||||
6,000 | |||||
8 | SHARED DISPOSITIVE POWER | ||||
575,622 (1) (2) | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
581,622 (1) (2) | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.34% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN | |||||
FOOTNOTES | |||||
(1) As of December 31, 2016, the Summit Financial Group, Inc. Employee Stock Ownership Trust (“Trust”) created pursuant to the Summit Financial Group, Inc. Employee Stock Ownership Plan (the “ESOP”) was the beneficial owner, as that term is defined under Rule 13d-3 under the Securities Exchange Act of 1934, as amended, of a total of 575,622 shares of the Company’s common stock, or approximately 5.29% of the total outstanding shares of the Company’s common stock. As trustees of the Trust, Russell F. Ratliff, Jr. and Ronald F. Miller may be deemed to have shared investment power with respect to the Trust shares, under certain circumstances described below.
(2) Under the terms of the ESOP, participants in the ESOP have the right to direct Russell F. Ratliff, Jr. and Ronald F. Miller, as the Trustees of the Trust (the “Trustees”), in the voting of the Company’s common stock allocated to their accounts on all matters required to be submitted to a vote of shareholders. As of December 31, 2016, 393,800 shares have been allocated to participants’ accounts. Under the applicable trust agreement, the Trustees are to vote shares with respect to which no voting instructions are received from plan participants in proportion to the shares voted by plan participants who do submit voting instructions. As a result, the Trustees may theoretically be deemed to share, at least temporarily, voting power as to all shares reported on this Schedule. The Trustees also have limited dispositive power with respect to all shares reported on this Schedule, reflecting a requirement that the assets of the ESOP must primarily consist of shares of the Issuer’s stock. The Trustees disclaim beneficial ownership of the shares attributed to the Trustees in their capacity as Trustees of the Trust. |
CUSIP No. | 86606G |
1 | NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) | ||||
Ronald F. Miller | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE
INSTRUCTIONS) | ||||
(a) o | |||||
(b) x | |||||
3 | SEC USE ONLY | ||||
4 | CITIZENSHIP OR PLACE OF ORGANIZATION | ||||
West Virginia | |||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH: | 5 | SOLE VOTING POWER | |||
9,954.7787 | |||||
6 | SHARED VOTING POWER | ||||
575,622 (1) (2) | |||||
7 | SOLE DISPOSITIVE POWER | ||||
9,954.7787 | |||||
8 | SHARED DISPOSITIVE POWER | ||||
575,622 (1) (2) | |||||
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON | ||||
585,577 (1) (2) | |||||
10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) | ||||
o | |||||
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) | ||||
5.38% | |||||
12 | TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) | ||||
IN | |||||
FOOTNOTES | |||||
(1) As of December 31, 2016, the Summit Financial Group, Inc. Employee Stock Ownership Trust (“Trust”) created pursuant to the Summit Financial Group, Inc. Employee Stock Ownership Plan (the “ESOP”) was the beneficial owner, as that term is defined under Rule 13d-3 under the Securities Exchange Act of 1934, as amended, of a total of 575,622 shares of the Company’s common stock, or approximately 5.29% of the total outstanding shares of the Company’s common stock. As trustees of the Trust, Russell F. Ratliff, Jr. and Ronald F. Miller may be deemed to have shared investment power with respect to the Trust shares, under certain circumstances described below.
(2) Under the terms of the ESOP, participants in the ESOP have the right to direct Russell F. Ratliff, Jr. and Ronald F. Miller, as the Trustees of the Trust (the “Trustees”), in the voting of the Company’s common stock allocated to their accounts on all matters required to be submitted to a vote of shareholders. As of December 31, 2016, 393,800 shares have been allocated to participants’ accounts. Under the applicable trust agreement, the Trustees are to vote shares with respect to which no voting instructions are received from plan participants in proportion to the shares voted by plan participants who do submit voting instructions. As a result, the Trustees may theoretically be deemed to share, at least temporarily, voting power as to all shares reported on this Schedule. The Trustees also have limited dispositive power with respect to all shares reported on this Schedule, reflecting a requirement that the assets of the ESOP must primarily consist of shares of the Issuer’s stock. The Trustees disclaim beneficial ownership of the shares attributed to the Trustees in their capacity as Trustees of the Trust. |
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.
Summit Financial Group Employee Stock Ownership Plan & Employee Stock Ownership Trust | |||
Date:
February 14, 2017 | By:
| /s/ Russell F. Ratliff Jr. and Ronald F. Miller | |
Name: Russell F. Ratliff Jr. and Ronald F. Miller | |||
Title: Trustees | |||
Date:
February 14, 2017 | By:
| /s/ Russell F. Ratliff, Jr. | |
Name: Russell F. Ratliff, Jr. | |||
Title: Trustee | |||
Date:
February 14, 2017 | By:
| /s/ Ronald F. Miller | |
Name: Ronald F. Miller | |||
Title: Trustee | |||
Footnotes: |
Attention: | Intentional
misstatements or omissions of fact constitute Federal criminal violations (See
18 U.S.C. 1001) |