SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
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).
CUSIP NO. 843380 10 6
| 1 | NAME OF REPORTING PERSON
I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities Only)
Southern Missouri Bank and Trust Co. Employee Stock Ownership Plan | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | (a) (b) X |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Not Applicable |
NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | -0- | |
| BENEFICIALLY | ||
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | 136,732 | REPORTING |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 136,732 | ||
| 8 | SHARED DISPOSITIVE POWER -0- |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
136,732 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.1% |
12 | TYPE OF REPORTING PERSON
EP |
CUSIP NO. 843380 10 6
| 1 | NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities Only) Southern Missouri Bank & Trust Co. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | (a) (b) X |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION
Not Applicable |
NUMBER OF | 5 | SOLE VOTING POWER |
| SHARES | -0- | |
| BENEFICIALLY | ||
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | 136,732 | REPORTING |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 136,732 | ||
| 8 | SHARED DISPOSITIVE POWER -0- |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
136,732 |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.1% |
12 | TYPE OF REPORTING PERSON*
BK |
Page 3 of 10
CUSIP NO. 843380 10 6
| 1 | NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities Only) Rebecca J. Brooks | |
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 | -0- (as Trustee of ESOP) | |
| BENEFICIALLY | ||
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | 136,732 (as Trustee of ESOP) | REPORTING |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 136,732 (as Trustee of ESOP) | ||
| 8 | SHARED DISPOSITIVE POWER -0- (as Trustee of ESOP) |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
136,732 (as Trustee of ESOP) |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.1% |
12 | TYPE OF REPORTING PERSON*
IN |
Page 4 of 10
CUSIP NO. 843380 10 6
| 1 | NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities Only) L. Douglas Bagby | |
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 | -0- (as Trustee of ESOP) | |
| BENEFICIALLY | ||
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | 136,732 (as Trustee of ESOP) | REPORTING |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 136,732 (as Trustee of ESOP) | ||
| 8 | SHARED DISPOSITIVE POWER -0- (as Trustee of ESOP) |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
136,732 (as Trustee of ESOP) |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.1% |
12 | TYPE OF REPORTING PERSON*
IN |
Page 5 of 10
CUSIP NO. 843380 10 6
| 1 | NAME OF REPORTING PERSON I.R.S. IDENTIFICATION NUMBER OF ABOVE PERSON (Entities Only) Samuel H. Smith | |
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 | -0- (as Trustee of ESOP) | |
| BENEFICIALLY | ||
| OWNED BY | 6 | SHARED VOTING POWER |
| EACH | 136,732 (as Trustee of ESOP) | REPORTING |
| PERSON WITH | 7 | SOLE DISPOSITIVE POWER |
| 136,732 (as Trustee of ESOP) | ||
| 8 | SHARED DISPOSITIVE POWER -0- (as Trustee of ESOP) |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
136,732 (as Trustee of ESOP) |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.1% |
12 | TYPE OF REPORTING PERSON*
IN |
Page 6 of 10
ITEM 1(a) | Name of Issuer:
Southern Missouri Bancorp, Inc. (the "Corporation") |
ITEM 1(b) | Address of Issuer's Principal Executive Officers:
531 Vine Street, Poplar Bluff, MO 63901 |
ITEM 2(a) | Names of Persons Filing:
Southern Missouri Bank and Trust Co. Employee Stock Ownership Plan (the "ESOP"). Southern Missouri Bank and Trust Co., Rebecca J. Brooks, L. Douglas Bagby and Samuel H. Smith (the "Trustees"), the trustees of the ESOP. The
Trustees may also be deemed to beneficially own the shares held by the
ESOP. |
ITEM 2(b) | Address of Principal Business Office:
The business address of the ESOP is: The business address of the Trustees are: |
ITEM 2(c) | Citizenship:
Southern Missouri Bank and Trust Co. is a stock savings bank organized under the laws of Missouri. Rebecca J. Brooks, L. Douglas Bagby and Samuel H. Smith are citizens 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: 843380 10 6 |
ITEM 3 | If this statement is filed pursuant to Section 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 7 of 10
NEXT PAGEITEM 4 | Ownership:
The ESOP holds an aggregate of 136,732 shares of Common Stock (6.1% of the outstanding shares), all of which have been allocated to participant accounts. Pursuant to the ESOP, participants in the ESOP are entitled to instruct the Trustees as to the voting of the shares allocated to their ESOP accounts. The ESOP has shared voting power and sole dispositive power with respect to all of the shares shares held by it.
The Trustees may be deemed to beneficially own the 136,732 shares held by the ESOP. However, the Trustees expressly disclaim beneficial ownership of all of such shares. Other than the shares held by the ESOP (of which the Trustees expressly disclaim beneficial ownership), below is the beneficial ownership of the individual Trustees of shares of common stock of the issuer: |
| Rebecca J. Brooks | 2,750 (1) | |
| L. Douglas Bagby | 13,801(2) | |
| Samuel H. Smith | 95,054 | |
| ____________ (1) Includes 1,000 shares underlying currently exercisable stock options. (2) Includes 10,000 shares underlying currently exercisable stock options. | ||
|
| |
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. |
ITEM 7 | Identification and Classification of the Subsidiary Which Acquired the Security Being
Reported on by the Parent Holding Company or Control Person:
Not Applicable. |
ITEM 8 | Identification and Classification of Members of the Group: Not Applicable. |
ITEM 9 | Notice of Dissolution of Group:
Not Applicable. |
Page 8 of 10
ITEM 10 | Certifications
By signing below I certify that, to the best of my knowledge and belief, the securities
referred to above were acquired and are 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 and are not
held in connection with or as a participant in any transaction having that purpose or
effect. |
| 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. |
| SOUTHERN MISSOURI BANK AND TRUST CO. EMPLOYEE STOCK OWNERSHIP PLAN | |
| Date: February 14, 2006 | By: Southern Missouri Bank and Trust Co., as Trustee By: /s/ Greg A. Steffens Greg A. Steffens President |
| Date: February 14, 2006 | By: /s/ Rebecca J. Brooks Name: Rebecca J. Brooks Title: Trustee |
| Date: February 14, 2006 | By: /s/ L. Douglas Bagby Name: L. Douglas Bagby Title: Trustee |
| Date: February 14, 2006 | By: /s/ Samuel H. Smith Name: Samuel H. Smith Title: Trustee |
Page 9 of 10
February 14, 2006
Southern Missouri Bank and Trust Co.
Employee Stock Ownership Plan
531 Vine Street
Poplar Bluff, MO 63901
Dear Sir/Madam:
This letter hereby confirms the agreement and understanding between you and the undersigned that the Schedule 13G being filed with the Securities and Exchange Commission on or about this date is being filed on behalf of each of us.
Sincerely,
SOUTHERN MISSOURI BANK AND TRUST CO., as Trustee
| By: /s/ Greg A. Steffens Greg A. Steffens President |
| By: /s/ Rebecca J. Brooks Name: Rebecca J. Brooks Title: Trustee | By: /s/ L. Douglas Bagby Name: L. Douglas Bagby Title: Trustee | |
| By: /s/ Samuel H. Smith Name: Samuel H. Smith Title: Trustee |
Page 10 of 10
End.