-----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, WXh3lOSSFQYVvLJZQ/zpz3AQU2Iwg6hJ/Hsz6G6CRRneuYb6akixz4f+pBIGKx8D oLTELDuVUMgsFfOYEED6pw== 0000939057-99-000017.txt : 19990317 0000939057-99-000017.hdr.sgml : 19990317 ACCESSION NUMBER: 0000939057-99-000017 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19990316 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TIMBERLAND BANCORP INC CENTRAL INDEX KEY: 0001046050 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 911863696 STATE OF INCORPORATION: WA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-55747 FILM NUMBER: 99566185 BUSINESS ADDRESS: STREET 1: 624 SIMPSON AVE CITY: HOQUIAM STATE: WA ZIP: 98550 BUSINESS PHONE: 3605334747 MAIL ADDRESS: STREET 1: 624 SIMPSON AVE CITY: HOQUIAM STATE: WA ZIP: 98550 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: TIMBERLAND BANCORP INC CENTRAL INDEX KEY: 0001046050 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 911863696 STATE OF INCORPORATION: WA FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 624 SIMPSON AVE CITY: HOQUIAM STATE: WA ZIP: 98550 BUSINESS PHONE: 3605334747 MAIL ADDRESS: STREET 1: 624 SIMPSON AVE CITY: HOQUIAM STATE: WA ZIP: 98550 SC 13G 1 TIMBERLAND BANCORP, INC. FORM 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. ___) TIMBERLAND BANCORP, INC. ------------------------ (Name of Issuer) Common Stock ------------------------------ (Title of Class of Securities) 887098 10 1 -------------- (CUSIP Number) Check the following box if a fee is being paid with this statement. [ ] (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7.) Page 2 of 5 Pages 1. Name of Reporting Person: Timberland Savings Bank, SSB Employee Stock Ownership Plan and Trust ("ESOP) S.S. or I.R.S. Identification No. of above person: 91-1910115 2. Check the appropriate box if a member of a group* (a) [X] (b) 3. SEC USE ONLY 4. Citizenship or Place of Organization: State of Washington Number of Shares Beneficially Owned by Each Reporting Person with: 5. Sole Voting Power: -- 6. Shared Voting Power: 594,400 7. Sole Dispositive Power: -- 8. Shared Dispositive Power: 594,400 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 594,400 10. Check Box if the Aggregate Amount in Row (9) excludes Certain Shares* [ ] 11. Percent of Class Represented by Amount in Row 9: 11.04% 12. Type of Reporting Person*: EP *SEE INSTRUCTION Page 3 of 5 Pages Securities and Exchange Commission Washington, D.C. 20549 Item 1(a). Name of Issuer. Timberland Bancorp, Inc. Item 1(b). Address of Issuer's Principal Executive Offices. 624 Simpson Avenue Hoquiam, Washington 98550 Item 2(a). Name of Person Filing. Timberland Savings Bank, SSB Employee Stock Ownership Plan and Trust. Item 2(b). Address of Principal Business Office. Same as Item 1(b). Item 2(c). Citizenship. See Row 4 of page 2. Item 2(d). Title of Class of Securities. Common Stock, $.01 par value per share. Item 2(e). CUSIP Number. See the cover page. Item 3. The person filing is an: Employee Benefit Plan which is subject to the provisions of the Employee Income Security Act of 1974, as amended. This Schedule 13G is being filed on behalf of the ESOP identified in Item 2(a), which is filing under the Item 3(f) classification. Exhibit A contains a disclosure of the voting and dispositive powers over shares of the issuer held directly by trustees of this plan. Each trustee of the trust established pursuant to the ESOP, Page 4 of 5 Pages although filing under the Item 3(h) classification because of their relationship to the ESOP, disclaims that he is acting in concert with, or as a member of a group consisting of, the other trustees of said plan. Item 4. Ownership. (a) Amount Beneficially Owned: See Row 9 of the second part of the cover page. (b) Percent of Class: See Row 11 of the second part of the cover page. (c) See Rows 5, 6, 7, and 8 of the second part of the cover page. 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 8.4 of the ESOP plan document, Timberland Savings Bank, SSB has the power to direct the persons who receive dividends on shares held in the plan 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. This Schedule 13G is being filed on behalf of the ESOP identified in Item 2(a), which is filing under the Item 3(f) classification. Exhibit A contains a disclosure of the voting and dispositive powers over shares of the issuer held directly by trustees of this plan. Each trustee of the trust established pursuant to the ESOP, although filing under the Item 3(h) classification because of their relationship to the ESOP, disclaims that he is acting in concert with, or as a member of a group consisting of, the other trustees of said plan. Item 9. Notice of Dissolution of Group. Not applicable. Page 5 of 5 Pages 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. 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. TIMBERLAND SAVINGS BANK, SSB EMPLOYEE STOCK OWNERSHIP PLAN AND TRUST By: /s/ Clarence E. Hamre ------------------------------- Timberland Savings Bank, SSB as Plan Administrator Clarence E. Hamre President Date: March 15, 1999 Exhibit A - --------- Identification of Members of Group ---------------------------------- Shares of common stock of the issuer are held in trust for the benefit of participating employees by the ESOP Trustees. The Trustees share voting and dispositive power with Timberland Savings Bank, SSB. By the terms of the ESOP, the Trustees vote stock allocated to participant accounts as directed by participants. On September 30, 1998, 26,450 shares were allocated to participants. All shares, however, are still held in the ESOP. Prior to the initial allocation, all shares will be voted by the Trustees in their discretion (subject to their fiduciary responsibilities under the Employee Retirement Income Security Act of 1974, as amended). Common stock held by the Trust, but not yet allocated or as to which participants have not made timely voting directions, is voted by the Trustees in the same proportion as shares for which directions are received, subject to their fiduciary responsibilities. Investment direction is exercised by the Trustees, subject to their fiduciary responsibilities. The Trustees and their beneficial ownership of shares of common stock of the issuer, exclusive of responsibilities as a Trustee, are as follows (such ownership being disregarded in reporting the ESOP's ownership within this Schedule 13G): Direct Beneficial Beneficial Ownership Name Ownership As ESOP Participant ---- --------- ------------------- James C. Mason 28,000 0 ESOP Shares Jon C. Parker 22,400 0 ESOP Shares Peter J. Majar 15,000 0 ESOP Shares -----END PRIVACY-ENHANCED MESSAGE-----