SC 13D 1 dsc13d.htm SCHEDULE 13D Schedule 13D

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 13D

(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO

RULE 13d-2(a)

    Appalachian Bancshares, Inc.    

 

(Name of Issuer)

    Common Stock, par value $.01 per share    

 

(Title of Class of Securities)

    037675105    

 

(CUSIP Number)

Tracy R. Newton

Appalachian Bancshares, Inc.

822 Industrial Boulevard

Ellijay, Georgia 30540

(706) 276-8000

    Copies to:    

Lyn G. Schroeder, Esq.

Bryan Cave LLP

1201 W. Peachtree Street NW

14th Floor

Atlanta, GA 30309

Telephone: (404) 572-6600

 

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

    October 28, 2009    

 

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), (f) or (g), check the following box  ¨.

 

(Continued on following pages)

 

(Page 1 of 5 Pages)

CUSIP No. 037675105    13D    Page 2 of 5 Pages

 

 

  1   

NAME OF REPORTING PERSONS:

I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY):

 

Tracy R. Newton

n/a

  2  

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)  ¨        (b)  x

  3  

SEC USE ONLY

 

  4  

SOURCE OF FUNDS

 

Appalachian Bancshares, Inc. (the “Company”) and Tracy R. Newton executed an agreement to issue 857,142 shares of the Company common stock, $.01 par value per share, in exchange for $428,571 aggregate principal amount of Appalachian Community Bank Fixed Rate Subordinated Notes, due September 30, 2015.

  5  

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)

 

    ¨

  6  

CITIZENSHIP OR PLACE OF ORGANIZATION

 

    United States of America

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH REPORTING

PERSON WITH

      7    

SOLE VOTING POWER

 

    1,052,031 Shares(1)

     8   

SHARED VOTING POWER

 

     9   

SOLE DISPOSITIVE POWER

 

    1,052,031 Shares(1)

   10   

SHARED DISPOSITIVE POWER

 

11

  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

    1,052,031 Shares

12

  

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)

EXCLUDES CERTAIN SHARES

 

    ¨

13

  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

     9.17%

14

  

TYPE OF REPORTING PERSON

 

    IN

 

  (1)

INCLUDES 24,939 SHARES HELD BY MR. NEWTON’S INDIVIDUAL RETIREMENT ACCOUNT. INCLUDES 1,019,492 SHARES PLEDGED.

CUSIP No. 037675105    13D    Page 3 of 5 Pages

 

Item 1. Security and Issuer.

The name of the issuer is Appalachian Bancshares, Inc., a Georgia corporation (the “Company”), the address of its principal executive offices is 822 Industrial Boulevard, Ellijay, Georgia 30540, and its telephone number is (706) 276-8000. The title of the class of equity securities to which this statement on Schedule 13D (this “Schedule 13D”) relates is the common stock of the Company, par value $.01 per share (the “Common Stock”).

 

Item 2. Identity and Background.

(a) The name of the person filing this Schedule 13D is Tracy R. Newton (the “Reporting Person”).

(b) The Reporting Person’s business address is 822 Industrial Boulevard, Ellijay, Georgia 30540.

(c) The Reporting Person serves as Director, President and Chief Executive Officer of Appalachian Bancshares, Inc. and Appalachian Community Bank.

(d) – (e): During the past five years, the Reporting Person has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) nor has the Reporting Person been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in him being subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f) The Reporting Person is a citizen of the United States of America.

 

Item 3. Source and Amount of Funds or Other Consideration.

The Reporting Person has acquired the Common Stock through an agreement executed by and between the Company and the reporting person, on October 28, 2009, pursuant to which the Company issued 857,142 shares of the Company Common Stock to the Reporting Person in exchange for $428,571 aggregate principal amount of Appalachian Community Bank Fixed Rate Subordinated Notes, due September 30, 2015

 

Item 4. Purpose of Transaction.

(a) – (j): The Reporting Person has acquired the Common Stock for personal investment purposes and to support the business efforts of the Company. Except as noted in this Schedule 13D, the Reporting Person has no plans or proposals that relate to or would result in any of the matters referred to in paragraphs (a) through (j), inclusive, of Item 4 of Schedule 13D. The Reporting Person may, at any time and from time to time, review or reconsider his position and formulate plans or proposals with respect thereto, and will report material changes to the information on this Schedule 13D to the extent such circumstances warrant.

CUSIP No. 037675105    13D    Page 4 of 5 Pages

 

Item 5. Interest in Securities of the Issuer.

(a) The Reporting Person beneficially owns 1,052,031 shares of Common Stock, representing approximately 9.17% of the total outstanding shares of Common Stock as of the date of this report.

(b) The Reporting person has sole voting and dispositive power with respect to 1,052,031 shares of Common Stock.

(c) Not applicable.

(d) Not applicable.

(e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

There is a secured promissory note in regard to a loan made between the Reporting Person and Community Bank of Pickens County whereby the Reporting Person has the rights to 857,142 common shares currently held by Community Bank of Pickens County and pledged as collateral for a loan. Pursuant to the terms of the loan agreement, when the loan becomes due, the Reporting Person may take ownership of the shares of Common Stock in full and final settlement of the loan agreement.

 

Item 7. Material to be Filed as Exhibits.

Not Applicable.

CUSIP No. 037675105    13D    Page 5 of 5 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.

 

November 9, 2009   TRACY R. NEWTON
 

/S/ TRACY R. NEWTON

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