-----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, E+igl0RH3jXVB84xoKHVTULHJOcQ/9AUOfx2zl05b5J/QvC6cl4ijGMf+1K6bZDK Gws4ovu8UorVzdh1q5xJ8w== 0000904280-98-000045.txt : 19980210 0000904280-98-000045.hdr.sgml : 19980210 ACCESSION NUMBER: 0000904280-98-000045 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980209 SROS: NASD GROUP MEMBERS: JOSEPH MCGOWAN GROUP MEMBERS: PATAPSCO BANCORP INC EMPLOYEE STOCK OWNERSHIP PLAN GROUP MEMBERS: S. ROBERT KINGHORN GROUP MEMBERS: THEODORE PATTERSON SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: PATAPSCO BANCORP INC CENTRAL INDEX KEY: 0001003961 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 521951797 STATE OF INCORPORATION: MD FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-50123 FILM NUMBER: 98524783 BUSINESS ADDRESS: STREET 1: 1301 MERRITT BLVD CITY: DUNDALK STATE: MD ZIP: 21222 BUSINESS PHONE: 4102851010 MAIL ADDRESS: STREET 1: 1301 MERRITT BLVD CITY: DUNDALK STATE: MD ZIP: 21222 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PATAPSCO BANCORP INC EMPLOYEE STOCK OWNERSHIP PLAN CENTRAL INDEX KEY: 0001033079 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 522004618 STATE OF INCORPORATION: MD FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 1301 MERRIT BLVD CITY: DUNDALK STATE: MD ZIP: 21222-2194 BUSINESS PHONE: 4102851010 MAIL ADDRESS: STREET 1: 1301 MERRIT BLVD CITY: DUNDALK STATE: MD ZIP: 21222-2194 SC 13G/A 1 AMENDMENT NO. 1 TO SCHEDULE 13G FOR 1998 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b) AND (c) AND AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b) (Amendment No. 1) * Patapsco Bancorp, Inc. -------------------------------------------------- (Name of Issuer) Common Stock -------------------------------------------------- (Title of Class of Securities) 702898 10 7 -------------------- (CUSIP Number) _______________ * 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 9 pages CUSIP No. 702898 10 7 13G Page 2 of 9 Pages 1. NAME OF REPORTING PERSON: Patapsco Bancorp, Inc. Employee Stock Ownership Plan SSN OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 52-2004618 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP: (a) [ ] (b) [ X ] 3. SEC USE ONLY 4. CITIZENSHIP OR PLACE OF ORGANIZATION State of North Carolina Number of Shares Beneficially Owned by Each Reporting Person with: 5. SOLE VOTING POWER 0 6. SHARED VOTING POWER 40,675 7. SOLE DISPOSITIVE POWER: 0 8. SHARED DISPOSITIVE POWER: 40,675 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 40,675 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 11 EXCLUDES CERTAIN SHARES: [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 11.2% 12. TYPE OF REPORTING PERSON: EP CUSIP No. 702898 10 7 13G Page 3 of 9 Pages 1. NAME OF REPORTING PERSON: Joseph McGowan SSN OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 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 of America Number of Shares Beneficially Owned by Each Reporting Person with: 5. SOLE VOTING POWER 2,224 6. SHARED VOTING POWER 42,599* 7. SOLE DISPOSITIVE POWER: 2,224 8. SHARED DISPOSITIVE POWER: 44,750* 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 46,974* 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 13.0%* 12. TYPE OF REPORTING PERSON: IN * Includes shares held by Patapsco Bancorp, Inc. Management Recognition Plan Trust as to which the reporting person, as a trustee, shares voting power and dispositive power over 9,459 shares and 11,610 shares, respectively. CUSIP No. 702898 10 7 13G Page 4 of 9 Pages 1. NAME OF REPORTING PERSON: S. Robert Kinghorn SSN OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 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 of America Number of Shares Beneficially Owned by Each Reporting Person with: 5. SOLE VOTING POWER 553 6. SHARED VOTING POWER 47,099* 7. SOLE DISPOSITIVE POWER: 553 8. SHARED DISPOSITIVE POWER: 44,750* 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 47,652* 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 13.1%* 12. TYPE OF REPORTING PERSON: IN * Includes shares held by Patapsco Bancorp, Inc. Management Recognition Plan Trust as to which the reporting person, as a trustee, shares voting power and dispositive power over 9,459 shares and 11,610 shares, respectively. CUSIP No. 702898 10 7 13G Page 5 of 9 Pages 1. NAME OF REPORTING PERSON: Theodore Patterson SSN OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON: 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 of America Number of Shares Beneficially Owned by Each Reporting Person with: 5. SOLE VOTING POWER 442 6. SHARED VOTING POWER 46,849* 7. SOLE DISPOSITIVE POWER: 442 8. SHARED DISPOSITIVE POWER: 44,750* 9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 47,291* 10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES: [ ] 11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9: 13.0%* 12. TYPE OF REPORTING PERSON: IN * Includes shares held by Patapsco Bancorp, Inc. Management Recognition Plan Trust as to which the reporting person, as a trustee, shares voting power and dispositive power over 9,459 shares and 11,610 shares, respectively. CUSIP No. 702898 10 7 13G Page 6 of 9 Pages Securities and Exchange Commission Washington, D.C. 20549 ITEM 1(a) NAME OF ISSUER. Patapsco Bancorp, Inc. ITEM 1(b) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES. 1301 Merritt Boulevard Dundalk, Maryland 21222-2194 ITEM 2(a) NAME OF PERSON(S) FILING. Patapsco Bancorp, Inc. Employee Stock Ownership Plan ("ESOP"), and the following individuals who serve as trustees of the trust established under the ESOP: Joseph McGowan, S. Robert Kinghorn and Theodore Patterson. ITEM 2(b) ADDRESS OF PRINCIPAL BUSINESS OFFICE. Same as Item 1(b). ITEM 2(c) CITIZENSHIP. See Row 4 of the second part of the cover page provided for each reporting person. ITEM 2(d) TITLE OF CLASS OF SECURITIES. Common Stock, par value $.01 per share. ITEM 2(e) CUSIP NUMBER. See the upper left corner of the second part of the cover page provided for each reporting person. ITEM 3. CHECK WHETHER THE PERSON FILING IS A: (f) [x] Employee Benefit Plan, Pension Fund which is subject to the provisions of the Employee Retirement Income Security Act of 1974 or Endowment Fund; see 13d-1(b)(1)(ii)(F), Items (a) (b) (c) (d) (e) (g) and (h) - not applicable. This Schedule 13G is being filed on behalf of the ESOP identified in Item 2(a), filing under the Item 3(f) classification, and by each trustee of the trust established pursuant to the ESOP, filing pursuant to SEC no-action letters. Exhibit A contains a disclosure of the voting and dispositive powers over shares of the issuer held directly by these entities. Page 7 of 9 Pages ITEM 4. OWNERSHIP. (a) Amount Beneficially Owned: See Row 9 of the second part of the cover page provided for each reporting person. (b) Percent of Class: See Row 11 of the second part of the cover page provided for each reporting person. (c) See Rows 5, 6, 7, and 8 of the second part of the cover page provided for each reporting person. ITEM 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS. If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following: [ ] ITEM 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON. Pursuant to Section 13.7 of the ESOP, the ESOP committee has the power to direct the receipt of dividends on shares held in the ESOP trust. 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 in the ordinary course of business and were not acquired for the purpose of and do not have the effect of changing or influencing the control of the issuer of such securities and were not acquired in connection with or as a participant in any transaction having such purpose or effect. Page 8 of 9 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. PATAPSCO BANCORP, INC. EMPLOYEE STOCK OWNERSHIP PLAN By Its Trustees: /s/ Joseph McGowan February 2, 1998 __________________________________ ________________ Joseph McGowan, as Trustee Date /s/ S. Robert Kinghorn February 2, 1998 __________________________________ ________________ S. Robert Kinghorn, as Trustee Date /s/ Theodore Patterson February 2, 1998 __________________________________ ________________ Theodore Patterson, as Trustee Date /s/ Joseph McGowan February 2, 1998 _________________________________________ ________________ Joseph McGowan, as an Individual Date Stockholder /s/ S. Robert Kinghorn February 2, 1998 _________________________________________ ________________ S. Robert Kinghorn, as an Individual Date Stockholder /s/ Theodore Patterson February 2, 1998 _________________________________________ ________________ Theodore Patterson, as an Individual Date Stockholder Page 9 of 9 Pages Exhibit A - --------- The trustees of the ESOP hold shares of common stock of the issuer in trust for the benefit of employees participating in the ESOP. Pursuant to Section 13.6 of the ESOP, (i) the trustees vote common stock allocated to participant accounts in accordance with instructions by participants, and (ii) shares of common stock of the issuer which have not been allocated and allocated stock for which no voting direction has been received shall be voted by the trustee in the same proportion that participants direct the voting of allocated shares, and (iii) if no voting direction has been received as to allocated shares, the issuer may direct the trustees as to the voting of all unallocated shares, and if the issuer gives no direction, the trustees shall vote such shares in their sole discretion. Pursuant to Section 13.3 of the ESOP, the trustees exercise investment direction as directed by the issuer in its capacity as the ESOP Committee. Overall, the trustees must exercise voting and dispositive power with respect to the assets held by the ESOP, including common stock of the issuer, in accordance with the fiduciary responsibility requirements imposed by Section 404 of the Employee Retirement Income Security Act of 1974, as amended. -----END PRIVACY-ENHANCED MESSAGE-----