-----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, O9HY+JR9PUuisL31r1MkrbJP2R4yAFgQ/dtG11iN11dBtAGZO2rLhnjq+gwpwHl/ 3aaCa3OyM8AinYKk5HwchA== 0000910647-03-000029.txt : 20030205 0000910647-03-000029.hdr.sgml : 20030205 20030205115809 ACCESSION NUMBER: 0000910647-03-000029 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20030205 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: FIRST FEDERAL BANCORP INC/OH/ CENTRAL INDEX KEY: 0000885076 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 311341110 STATE OF INCORPORATION: OH FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-44168 FILM NUMBER: 03539943 BUSINESS ADDRESS: STREET 1: 505 MARKET STREET STREET 2: P O BOX 2865 CITY: ZANESVILLE STATE: OH ZIP: 43702-2865 BUSINESS PHONE: 7404530606 MAIL ADDRESS: STREET 1: 505 MARKET STREET STREET 2: P O BOX 2865 CITY: ZANESVILLE STATE: OH ZIP: 43702-2865 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: PLUMMER J WILLIAM CENTRAL INDEX KEY: 0000933757 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: 505 MARKET STREET CITY: ZANESVILLE STATE: OH ZIP: 43701 BUSINESS PHONE: 7405882263 MAIL ADDRESS: STREET 1: 505 MARKET STREET CITY: ZANESVILLE STATE: OH ZIP: 43701 SC 13D/A 1 plu1-13d.txt BODY OF SCHEDULE 13D/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 5) First Federal Bancorp, Inc. - ---------------------------------------------------------------------------- (Name of Issuer) Common Shares - ---------------------------------------------------------------------------- (Title of Class of Securities) 319966 10 7 - ---------------------------------------------------------------------------- (CUSIP Number) Cynthia A. Shafer, Vorys, Sater, Seymour and Pease LLP Suite 2000, Atrium Two, 221 East Fourth Street Cincinnati, Ohio 45202 (513) 723-4009 - ---------------------------------------------------------------------------- (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) N/A (filing not required) - ---------------------------------------------------------------------------- (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 [SECTIONS] 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. [ ] SCHEDULE 13D CUSIP NO. 319966 10 7 - ---------------------------------------------------------------------------- 1. NAME OF REPORTING PERSON SS OR IRS IDENTIFICATION NO. OF REPORTING PERSON: J. William Plummer - ---------------------------------------------------------------------------- 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ] (b) [ ] - ---------------------------------------------------------------------------- 3. SEC USE ONLY: - ---------------------------------------------------------------------------- 4. SOURCE OF FUNDS: PF - ---------------------------------------------------------------------------- 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 - ---------------------------------------------------------------------------- NUMBER OF 7. SOLE VOTING POWER: 117,935 SHARES --------------------------------------------------------- BENEFICIALLY 8. SHARED VOTING POWER: 75,170 OWNED -------------------------------------------------------- BY EACH 9. SOLE DISPOSITIVE POWER: 117,935 REPORTING PERSON -------------------------------------------------------- WITH: 10. SHARED DISPOSITIVE POWER: 75,170 - ---------------------------------------------------------------------------- 11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON: 193,105 - ---------------------------------------------------------------------------- 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES: [ ] - ---------------------------------------------------------------------------- 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11): 5.8% - ---------------------------------------------------------------------------- 14. TYPE OF REPORTING PERSON: IN - ---------------------------------------------------------------------------- Item 1. Security and Issuer. - ------- Common shares, no par value First Federal Bancorp, Inc. 505 Market Street Zanesville, Ohio 43701 Item 2. Identity and Background. - ------ (a) J. William Plummer (b) 505 Market Street Zanesville, Ohio 43701 (c) President and Chief Executive Officer of First Federal Bancorp, Inc., and First Federal Savings Bank of Eastern Ohio 505 Market Street Zanesville, Ohio 43701 (d) During the last five years, Mr. Plummer has not been convicted in a criminal proceeding. (e) During the last five years, Mr. Plummer has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction which resulted in 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) Mr. Plummer is a citizen of the United States of America. Item 3. Source and Amount of Funds and Other Consideration. - ------- Since the filing of Amendment No. 4 to Mr. Plummer's Schedule 13D, Mr. Plummer has acquired no shares but has sold some shares. Item 4. Purpose of Transaction. - ------- All shares held by Mr. Plummer are held for investment. Other than as a member of the Board of Directors and management of the issuer, which regularly considers such matters, Mr. Plummer has no plans or proposals relating to or which would result in any of the following: (a) The acquisition by any person of additional securities of the issuer, or the disposition of securities of the issuer, other than additional shares that may be acquired pursuant to the issuer's stock benefit plans; (b) An extraordinary corporate transaction, such as a merger, reorganization or liquidation, involving the issuer or any of its subsidiaries; (c) A sale or transfer of a material amount of assets of the issuer or any of its subsidiaries; (d) Any change in the present board of directors or management of the issuer, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board; (e) Any material change in the present capitalization or dividend policy of the issuer; (f) Any other material change in the issuer's business or corporate structure; (g) Changes in the issuer's Articles of Incorporation or Code of Regulations or other actions which may impede the acquisition of control of the issuer by any person; (h) Causing a class of securities of the issuer to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association; (i) A class of equity securities of the issuer becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or (j) Any action similar to any of those enumerated above. Item 5. Interest in Securities of the Issuer. - ------- (a) Mr. Plummer beneficially owns 193,105 shares, which is 5.8% of the total issued and outstanding common shares of the issuer. (b) Mr. Plummer has sole voting and dispositive power with respect to 117,935 shares, shared voting and dispositive power with respect to 61,170 shares held by Mr. Plummer's spouse, and 14,000 shares held as co-trustee of the First Federal Savings Bank of Eastern Ohio Defined Benefit Pension Plan (the "Pension Plan"). The Pension Plan, organized in Ohio, was established as a defined benefit plan for the employees of First Federal Savings Bank of Eastern Ohio, the wholly owned subsidiary of the issuer, and has the same address as the issuer. The co- trustees of the Pension Plan are Ward D. Coffman, III, Patrick L. Hennessey and John C. Matesich, III, who are directors of the issuer. To the knowledge of Mr. Plummer, the following are the business addresses and information with respect to the employment of such persons: Ward D. Coffman, III Attorney Ward D. Coffman, III, Law Offices P. O. Box 159 Zanesville, Ohio 43702-0159 Patrick L. Hennessey President P & D Transportation 1705 Moxhala Ave. Zanesville, Ohio 43701 John C. Matesich, III President Matesich Distributing Co. 1190 E. Main Street Newark, Ohio 43055 Mr. Plummer's wife is Jane H. Plummer. Ms. Plummer is a citizen of the United States of America, and during the past five years, Ms. Plummer has neither been convicted in a criminal proceeding nor been a party to a civil proceeding of a judicial administrative body of competent jurisdiction which resulted in 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. Ms. Plummer has the same address as Mr. Plummer and is a fee-based construction loan inspector. (c) Inapplicable. (d) Inapplicable. (e) Inapplicable. Item 6. Contracts, Arrangements, Understandings or Relationships With - ------- Respect to Securities of the Issuer. There are no new contracts, arrangements, understandings or relationships between Mr. Plummer and any other person with respect to any securities of the issuer, except for award agreements pursuant to the issuer's stock option plans. Item 7. Material to be Filed as Exhibits. - ------- Exhibit A: First Federal Bancorp, Inc., 1992 Incentive Stock Option Plan for Officers and Key Employees (the "1992 Option Plan") Exhibit B: Form of Award Agreement under the 1992 Option Plan Exhibit C: First Federal Bancorp, Inc., 1994 Stock Option Plan for Officers and Key Employees (the "1994 Option Plan") Exhibit D: Form of Award Agreement under the 1994 Option Plan Exhibit E: First Federal Bancorp, Inc., 1997 Performance Stock Option Plan for Senior Executive Officers and Outside Directors (the "1997 Option Plan") Exhibit F: Form of Award Agreement under the 1997 Option Plan Exhibit A is incorporated by reference to Exhibit 10.2 to the issuer's Annual Report on Form 10-KSB filed on December 28, 1998. Exhibits B, D and F are incorporated by reference to Mr. Plummer's Amendment No. 4 to Schedule 13D filed on February 5, 2002. Exhibit C is incorporated by reference to Exhibit 4 to the issuer's Registration Statement on Form S-8 filed on July 17, 1995. Exhibit E is incorporated by reference to Exhibit 4(a) to the issuer's Registration Statement on Form S-8 filed on December 9, 1998. 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. __/s/ J. William Plummer______ - ------------------------ Signature __02/04/2003____________ - ------------------------ Date 6 6 -----END PRIVACY-ENHANCED MESSAGE-----