As filed with the Securities and Exchange Commission on March 9, 2004
Registration No. 333-
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM S-8
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933
TEAM FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
Kansas |
48-10117164 |
|
(State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) |
8 West Peoria, Suite 200
Paola, Kansas 66071
(913) 294-9667
(Address, including zip code, and telephone number, including
area code, of registrant's principal executive offices)
EMPLOYEE STOCK OWNERSHIP PLAN
(Full title of the plan)
Copies of communications to:
Reid A. Godbolt, Esq.
David A. Thayer, Esq.
Jones & Keller, P.C.
1625 Broadway, Suite 1600
Denver, Colorado 80202
(303) 573-1600
(Name, address, including zip code, and telephone
number, including area code, of agent for service)
CALCULATION OF REGISTRATION FEE
Title of each class of Securities to be registered |
Amount to be registered |
Proposed maximum Offering price per share |
Proposed maximum Aggregate Offering price |
Amount of Registration fee |
||||
---|---|---|---|---|---|---|---|---|
Common Stock | 500,000 | $12.50 | $6,250,000 | $792(1) | ||||
Pursuant to General Instruction E of Form S-8, Team Financial, Inc. hereby registers an additional 500,000 shares of its Common Stock issuable pursuant to its Employee Stock Ownership Plan and hereby incorporates by reference the contents of its Registration Statement on Form S-8 as filed with the Securities and Exchange Commission on December 3, 2001 and as amended (SEC file #333-74424).
The following documents are filed as a part of this registration statement.
Exhibit Number |
Description |
|
---|---|---|
5.1 | Opinion of Jones & Keller, P.C. regarding legality of securities(1) | |
10.11 |
Team Financial, Inc. Employee Stock Ownership Plan Summary(2) |
|
23.1 |
Consent of KPMG LLP(1) |
|
23.2 |
Consent of Jones & Keller, P.C. (included in their opinion filed as Exhibit 5.1). |
2
Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-8 and has duly caused this Registration Statement on Form S-8 to be signed on its behalf by the undersigned, thereunto duly authorized in the City of Paola, State of Kansas, on February 24, 2004.
TEAM FINANCIAL, INC. |
||||
By: |
/s/ ROBERT J. WEATHERBIE Robert J. Weatherbie, Chairman and Chief Executive Officer |
Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.
Signature |
Title |
Date |
|||
---|---|---|---|---|---|
By: |
/s/ ROBERT J. WEATHERBIE Robert J. Weatherbie |
Director, Chairman and Chief Executive Officer (Principal Executive Officer) |
February 24, 2004 |
||
By: |
/s/ MICHAEL L. GIBSON Michael L. Gibson |
Director, President of Investments and Chief Financial Officer |
February 24, 2004 |
||
By: |
/s/ MONTIE K. TAYLOR Montie K. Taylor |
Director |
February 24, 2004 |
||
By: |
/s/ R.G. (GARY) KILKENNY R.G. (Gary) Kilkenny |
Director |
February 24, 2004 |
||
By: |
/s/ CAROLYN S. JACOBS Carolyn S. Jacobs |
Director |
February 24, 2004 |
||
By: |
/s/ NEIL BLAKEMAN Neil Blakeman |
Director |
February 24, 2004 |
||
By: |
/s/ DENIS A. KURTENBACH Denis A. Kurtenbach |
Director |
February 24, 2004 |
||
By: |
/s/ KEITH B. EDQUIST Keith B. Edquist |
Director |
February 24, 2004 |
3
Exhibit Number |
Description |
|
---|---|---|
5.1 | Opinion of Jones & Keller, P.C. regarding legality of securities(1) | |
10.11 |
Team Financial, Inc. Employee Stock Ownership Plan Summary(2) |
|
23.1 |
Consent of KPMG LLP(1) |
|
23.2 |
Consent of Jones & Keller, P.C. (included in their opinion filed as Exhibit 5.1). |
4