-----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, C3NqRl8nH8FeJOa/ZGNO0yxjtue0LnKXnETMaVBvTwUC4RoMjPYhOMOBK4jkSRd2 UqRoWVQpEStD76DnXnlpHQ== 0000927087-02-000038.txt : 20020709 0000927087-02-000038.hdr.sgml : 20020708 20020708165948 ACCESSION NUMBER: 0000927087-02-000038 CONFORMED SUBMISSION TYPE: SC 13D PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20020708 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: FLORENCE JANINE CENTRAL INDEX KEY: 0001177002 FILING VALUES: FORM TYPE: SC 13D MAIL ADDRESS: STREET 1: 400 108TH AVE NE CITY: BELLEVUE STATE: WA ZIP: 98004 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST MUTUAL BANCSHARES INC CENTRAL INDEX KEY: 0001098337 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 912005970 STATE OF INCORPORATION: WA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D SEC ACT: 1934 Act SEC FILE NUMBER: 005-57091 FILM NUMBER: 02698088 BUSINESS ADDRESS: STREET 1: 400 108TH AVENUE N E CITY: BELLEVUE STATE: WA ZIP: 98004 BUSINESS PHONE: 4254557300 MAIL ADDRESS: STREET 1: PO BOX 1647 CITY: BELLEVUE STATE: WA ZIP: 98009-1647 SC 13D 1 aafirstmutalbancshares.txt SCHEDULE 13D ------------------------------- OMB APPROVAL ------------------------------- OMB Number: 3235-0145 ------------------------------- Expires: October 31, 2002 Estimated average burden Hours per response . . . .14.90 ------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. __________)* First Mutual Bancshares, Inc. - -------------------------------------------------------------------------------- (Name of Issuer) Common Stock, $1.00 par value - -------------------------------------------------------------------------------- (Title of Class of Securities) 32190G102 ---------------------------- (CUSIP Number) Janine Florence Robert Diercks P.O. Box 1863 1111 Third Avenue, Suite 3400 Bellevue, WA 98009 Seattle, WA 98101 (425) 454-8295 (206) 447-8924 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 20, 2002 ---------------------------- (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 which is the subject of this Schedule 13D, and is filing this schedule because of ss.ss. 13d-1(e), 13d-1(f) or 13d-1(g), check the following box. |_| Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. Seess. 13d-7 for other parties to whom copies are to be sent. *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 disclosures provided in a prior cover page. The information required on 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). Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. Page 1 of 4 pages - ----------------------- -------------------------- CUSIP NO. 32190G102 13D Page 2 of 4 Pages - ----------------------- -------------------------- - ----- -------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Janine Florence - ----- ------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) |_| (b) |_| - ----- -------------------------------------------------------------------------- 3 SEC USE ONLY - ----- -------------------------------------------------------------------------- 4 SOURCE OF FUNDS* OO - ----- -------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(E) - ----- -------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION USA - ----- -------------------------------------------------------------------------- NUMBER OF 7 SOLE VOTING POWER SHARES 273,266 BENEFICIALLY --------------------------------------------------------------- OWNED BY 8 SHARED VOTING POWER EACH 155,489 REPORTING --------------------------------------------------------------- PERSON 9 SOLE DISPOSITIVE POWER WITH 273,266 --------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER 155,489 - ----- -------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 428,755 - ----- -------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* - ----- -------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 8.2% - ----- -------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* IN - ----- -------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! Page 2 of 4 pages Item 1. Security and Issuer. This statement relates to the Shares of Common Stock, $1.00 par value per share, (the "Shares") of First Mutual Bancshares, Inc. (the "Issuer"). The principal executive office of the Issuer is located at 400 - 108th Avenue N.E., Bellevue, Washington 98004. Item 2. Identity and Background. The person filing this statement is Janine Florence ("Florence"). Florence's principal business address is P.O. Box 1863, Bellevue, Washington 98009. Her principal occupation is owner of Cambridge Management, President of Property Development Corp. and she is a board member of the Issuer. During the last five (5) years, Florence has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which she is or was 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. Item 3. Source and Amount of Funds and Other Consideration. On June 20, 2002, certain shares of Common Stock of the Issuer were transferred to The Fortin Group LLC, (the "LLC") of which Florence is a manager, for estate planning purposes. Such shares may be deemed to be beneficially owned by Florence and increase Florence's beneficial ownership of shares of Common Stock of the Issuer to more than 5%, requiring Florence to report the Shares on this Schedule 13D pursuant to Section 13(d) of the Securities and Exchange Act of 1934, as amended. Item 4. Purpose of Transaction. As described in Item 3 above, this Schedule 13D relates to the transfer of certain shares of Common Stock of the Issuer to the LLC for estate planning purposes. Except as disclosed herein Florence has acquired the Shares for investment purposes. At this time, Florence has no intention of acquiring additional shares of the Issuer, although she reserves the right to make additional purchases on the open market and in private transactions. Except as disclosed herein, Florence has no present intention or arrangements or understandings to effect any of the transactions listed in Item 4(a)-(j) of Schedule 13D. Item 5. Interest in Securities of the Issuer. As a result of the transfer of 155,489 shares of Common Stock of the Issuer to the LLC and pursuant to an operating agreement governing the LLC, Florence, as manager, may be deemed to be the beneficial owner of such shares held directly by the LLC. Florence may also be deemed to be the beneficial owner of shares held in the following trusts (the "Trusts"), of which Florence is the trustee: Linda Fortin Marikos Trust 74,628 shares of Common Stock Michele Marikos Trust 29,983 shares of Common Stock Brittany Baker Trust 29,976 shares of Common Stock Additionally, Florence personally holds 131,789 shares of Common Stock of the Issuer individually and has the right to acquire 6,890 shares of Common Stock the Issuer pursuant to an option grant. Page 3 of 4 pages Such shares represent 428,755 total shares and 8.2% of the outstanding Common Stock of the Issuer. This percentage amount is based upon 5,204,062 shares of Common Stock of the Issuer outstanding on May 13, 2002, as reported by the Issuer on Form 10Q filed on May 13, 2002. Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. As described in Item 3 above, pursuant to the operating agreement of the LLC and the position of trustee of the Trusts, Florence may be deemed to have beneficial ownership of the Shares. To the best knowledge of Florence, except as set forth in this statement, Florence does not have, nor do any controlling persons of the LLC or the Trusts have, any contracts, arrangements, understandings, relationships (legal or otherwise) with any person with respect to any securities of the Issuer, finder's fees, joint ventures, loan or option agreements, puts or calls, guarantees of profits, division of profits or loss, or the giving or withholding of proxies. Item 7. Material to be Filed as Exhibits. N/A 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. DATED: July 8, 2002 /s/ Janine Florence ----------------------------------------------- Janine Florence -----END PRIVACY-ENHANCED MESSAGE-----