-----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, TXHJaKASW9MtayefE3FVIRv5PW3MswjHkXNxbmdgBKYCL8voWYS7nYqb8w/tHQQ1 mkAukKknzLyPoYRYAPktwg== /in/edgar/work/20000822/0001049535-00-000007/0001049535-00-000007.txt : 20000922 0001049535-00-000007.hdr.sgml : 20000922 ACCESSION NUMBER: 0001049535-00-000007 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000822 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CAVALRY BANCORP INC CENTRAL INDEX KEY: 0001049535 STANDARD INDUSTRIAL CLASSIFICATION: [6035 ] IRS NUMBER: 621721072 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: SEC FILE NUMBER: 005-55089 FILM NUMBER: 707536 BUSINESS ADDRESS: STREET 1: 114 W COLLEGE CITY: MURFREESBORO STATE: TN ZIP: 37130 BUSINESS PHONE: 6158931234 MAIL ADDRESS: STREET 1: 114 W COLLEGE CITY: MURFREESBORO STATE: TN ZIP: 37130 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CAVALRY BANCORP INC CENTRAL INDEX KEY: 0001049535 STANDARD INDUSTRIAL CLASSIFICATION: [6035 ] IRS NUMBER: 621721072 STATE OF INCORPORATION: TN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 114 W COLLEGE CITY: MURFREESBORO STATE: TN ZIP: 37130 BUSINESS PHONE: 6158931234 MAIL ADDRESS: STREET 1: 114 W COLLEGE CITY: MURFREESBORO STATE: TN ZIP: 37130 SC 13G 1 0001.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Under the Securities Exchange Act of 1934 (Amendment No. ___) CAVALRY BANCORP, INC. --------------------- (Name of Issuer) Common Stock ------------ (Title of Class of Securities) 149547 10 1 ----------- (CUSIP Number) January 20, 2000 ---------------- (Date of Event Which Requires Filing of this Statement) 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) Page 1 of 6 CUSIP No. 149547 10 1 1. Name of Reporting Person: Cavalry Banking Employee Stock Ownership Plan and Trust ("ESOP) S.S. or I.R.S. Identification No. of above person: 62-0302550 - -------------------------------------------------------------------------------- 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 Tennessee - -------------------------------------------------------------------------------- NUMBER OF 5. Sole Voting Power: SHARES 770,224 BENEFICIALLY ------ ------------------------------------------------- OWNED BY 6. Shared Voting Power: EACH 153,210 REPORTING ------ ------------------------------------------------- PERSON 7. Sole Dispositive Power: WITH 770,224 ------ ------------------------------------------------- 8. Shared Dispositive Power: 153,210 - -------------------------------------------------------------------------------- 9. Aggregate Amount Beneficially Owned by Each Reporting Person: 923,434 - -------------------------------------------------------------------------------- 10. Check Box if the Aggregate Amount in Row (9) excludes Certain Shares* [ ] - -------------------------------------------------------------------------------- 11. Percent of Class Represented by Amount in Row 9: 12.997% - -------------------------------------------------------------------------------- 12. Type of Reporting Person*: EP - -------------------------------------------------------------------------------- *SEE INSTRUCTION Page 2 of 6 ITEM 1(A) NAME OF ISSUER. Cavalry Bancorp, Inc. ITEM 1(B) ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES. 114 West College Street Murfreesboro, Tennessee 37133 ITEM 2(A) NAME OF PERSON FILING. Cavalry Banking Employee Stock Ownership Plan and Trust. ITEM 2(B) ADDRESS OF PRINCIPAL BUSINESS OFFICE. 114 West College Street Murfreesboro, Tennessee 37133 ITEM 2(C) CITIZENSHIP. State of Tennessee ITEM 2(D) TITLE OF CLASS OF SECURITIES. Common Stock, no par value per share. ITEM 2(E) CUSIP NUMBER. 149547 10 1 ITEM 3 IF THIS STATEMENT IS FILED PURSUANT TO RULE 13D-1(B), OR 13D-2(B) OR (C), CHECK WHETHER THE PERSON FILING IS A: (f)[X] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F). ITEM 4 OWNERSHIP. (a) Amount Beneficially Owned: 923,434 (b) Percent of Class: 12.997% (c) Number of shares as to which such person has: (i) Sole power to vote or to direct the vote 770,224 (ii) Shared power to vote or to direct the vote 153,210 (iii) Sole power to dispose or to direct the disposition of 770,224 (iv) Shares power to dispose or to direct the disposition of 153,210 The reporting person is an employee stock ownership plan under the Employee Retirement 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, 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. Page 3 of 6 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, Cavalry Banking 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 4 of 6 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. CAVALRY BANKING EMPLOYEE STOCK OWNERSHIP PLAN AND TRUST By: /s/ William S. Jones -------------------------- William S. Jones Executive Vice President Cavalry Banking as Plan Administrator Date: August 18, 2000 Page 5 of 6 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 Cavalry Banking. By the terms of the ESOP, the Trustees vote stock allocated to participant accounts as directed by participants. Unallocated 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 (1) - ------------------ ---------------- -------------------------- Gary Brown 51,679 None Ed C. Loughry Jr. 56,989 5,166.7301 Ronald F. Knight 50,682 5,166.7300 William S. Jones 46,918 4,198.2852 (1) Mr. Brown does not participate in the ESOP. Page 6 of 6 -----END PRIVACY-ENHANCED MESSAGE-----