-----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, MJAG+5/4jOiGkf0wqvmb63+JcxqH2UerQV0H/VBqoR4uZHNh2Ibj3D6HWQ7LUlMb dBWwE6QimGEce5HQBzzlfA== 0000950137-01-503160.txt : 20010820 0000950137-01-503160.hdr.sgml : 20010820 ACCESSION NUMBER: 0000950137-01-503160 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010816 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: CONRAD CO CENTRAL INDEX KEY: 0000858881 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 816011609 STATE OF INCORPORATION: MT FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 420 SOUTH MAIN CITY: CONRAD STATE: MT ZIP: 59425 BUSINESS PHONE: 4062785513 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: NATIONAL MERCANTILE BANCORP CENTRAL INDEX KEY: 0000714801 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 953819685 STATE OF INCORPORATION: CA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-39312 FILM NUMBER: 1717360 BUSINESS ADDRESS: STREET 1: 1840 CENTURY PARK EAST CITY: LOS ANGELES STATE: CA ZIP: 90067 BUSINESS PHONE: 3102772265 MAIL ADDRESS: STREET 1: 1840 CENTURY PARK EAST CITY: LOS ANGELES STATE: CA ZIP: 90067 SC 13D/A 1 c64637a4sc13da.txt AMENDMENT NO. 4 TO SCHEDULE 13D 1 ================================================================================ UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13D UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 4)* National Mercantile Bancorp --------------------------- (Name of Issuer) Common Stock ------------------------------ (Title of Class of Securities) 636912107 -------------- (CUSIP Number) Matthew B. Krush Faegre & Benson LLP 2200 Wells Fargo Center 90 South 7th Street Minneapolis, Minnesota 55402 (612) 766-7000 ------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) August 6, 2001 ------------------------------------------------------- (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 Rule 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. See Rule 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). ================================================================================ 1 of 4 2 SCHEDULE 13D CUSIP NO. 636912107 PAGE 2 OF 4 PAGES - -------------------------------------------------------------------------------- 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON Texas Financial Bancorporation, Inc., a Minnesota Corporation - -------------------------------------------------------------------------------- 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] (b) [ ] - -------------------------------------------------------------------------------- 3 SEC USE ONLY - -------------------------------------------------------------------------------- 4 SOURCE OF FUNDS - -------------------------------------------------------------------------------- 5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ] - -------------------------------------------------------------------------------- 6 CITIZENSHIP OR PLACE OF ORGANIZATION Minnesota - -------------------------------------------------------------------------------- 7 SOLE VOTING POWER NUMBER OF 0 SHARES ----------------------------------------------------------------- 8 SHARED VOTING POWER BENEFICIALLY 0 OWNED BY EACH ----------------------------------------------------------------- 9 SOLE DISPOSITIVE POWER REPORTING 0 PERSON ----------------------------------------------------------------- 10 SHARED DISPOSITIVE POWER WITH 0 - -------------------------------------------------------------------------------- 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 - -------------------------------------------------------------------------------- 12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] - -------------------------------------------------------------------------------- 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0% - -------------------------------------------------------------------------------- 14 TYPE OF REPORTING PERSON* CO - -------------------------------------------------------------------------------- *SEE INSTRUCTIONS BEFORE FILLING OUT! INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7 (INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION. 2 of 4 3 ITEM 2. IDENTITY AND BACKGROUND This statement amends the previous filing of Texas Financial Bancorporation, Inc. ("TFBI"), a Minnesota corporation, dated December 20, 2000. ITEM 5. INTEREST IN SECURITIES OF THE ISSUER (a)- (c) Pursuant to a Stock Purchase Agreement dated as of July 24, 2001, TFBI sold, assigned and transferred to the Revocable Trust of Carl R. Pohlad Created U/A dated 6/28/91, as Amended, 154,999 shares of Common Stock of the Issuer. Pursuant to a Stock Purchase Agreement dated as of July 24, 2001, TFBI sold, assigned and transferred to the Revocable Trust of Eloise O. Pohlad Created U/A dated 6/28/91, as Amended, 154,999 shares of Common Stock of the Issuer. Pursuant to a Stock Purchase Agreement dated as of July 24, 2001, TFBI sold, assigned and transferred to James O. Pohlad 84,725 shares of Common Stock of the Issuer and 151,319 shares of 6.5% Series A Noncumulative Perpetual Convertible Preferred Stock (the "Preferred Stock") of the Issuer. Pursuant to a Stock Purchase Agreement dated as of July 24, 2001, TFBI sold, assigned and transferred to Robert C. Pohlad 84,726 shares of Common Stock of the Issuer and 151,319 shares of Preferred Stock of the Issuer. Pursuant to a Stock Purchase Agreement dated as of July 24, 2001, TFBI sold, assigned and transferred to William M. Pohlad 84,726 shares of Common Stock of the Issuer and 151,319 shares of Preferred Stock of the Issuer. TFBI owns 0 shares of Preferred Stock and 0 shares of Common Stock of the Issuer. Except as set forth above, neither TFBI nor, to the best of its knowledge, any of the individuals named in Item 2, is the beneficial owner of any National Mercantile Bancorp Common Stock (the "Common Stock"). (c) On August 6, 2001, TFBI sold all of its Common Stock and Preferred Stock of the Issuer. The sales were consummated in Minneapolis, Minnesota pursuant to the terms of the various Stock Purchase Agreements dated as of July 24, 2001 as described above. TFBI sold 309,998 shares of Common Stock for $6.38308 per share, 254,177 shares of Common Stock for $5.85741 per share and 453,957 of Preferred Stock for $12.090 per share. Neither TFBI nor, to the best of TFBI's knowledge, any of the individuals named in Item 2, has effected any other transaction in the Common Stock during the past 60 days. (d) No other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, any of the Common Stock. (e) August 6, 2001 3 of 4 4 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct. 8/15/01 /s/ Jay L. Kim - --------------------------------- -------------------------------------- Date Jay L. Kim Senior Vice President of Texas Financial Bancorporation, Inc. 4 of 4 -----END PRIVACY-ENHANCED MESSAGE-----