0001104659-20-020994.txt : 20200214 0001104659-20-020994.hdr.sgml : 20200214 20200214101350 ACCESSION NUMBER: 0001104659-20-020994 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20200214 DATE AS OF CHANGE: 20200214 GROUP MEMBERS: MARGARET JANE SALIN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: HORIZON BANCORP INC /IN/ CENTRAL INDEX KEY: 0000706129 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 351562417 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-33947 FILM NUMBER: 20615061 BUSINESS ADDRESS: STREET 1: 515 FRANKLIN STREET CITY: MICHIGAN CITY STATE: IN ZIP: 46360 BUSINESS PHONE: 2198790211 MAIL ADDRESS: STREET 1: 515 FRANKLIN STREET CITY: MICHIGAN CITY STATE: IN ZIP: 46360 FORMER COMPANY: FORMER CONFORMED NAME: HORIZON BANCORP /IN/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: CITIZENS MICHIANA FINANCIAL CORP DATE OF NAME CHANGE: 19861021 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: William Nathan Salin Family Irrevocable Trust #1 CENTRAL INDEX KEY: 0001772222 IRS NUMBER: 356554143 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 10587 COPPERGATE DRIVE CITY: CARMEL STATE: IN ZIP: 46032 BUSINESS PHONE: 317-848-9844 MAIL ADDRESS: STREET 1: 10587 COPPERGATE DRIVE CITY: CARMEL STATE: IN ZIP: 46032 SC 13G/A 1 a20-8093_1sc13ga.htm SC 13G/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934
(Amendment No. 1)*

 

HORIZON BANCORP, INC.

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

440407104

(CUSIP Number)

December 31, 2019

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

o

Rule 13d-1(b)

x

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*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 the disclosures provided in a prior cover page.

 

The information required in 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).

 

 

CUSIP No. 440407104

 

 

1.

Names of Reporting Persons
William Nathan Salin Family Irrevocable Trust #1 (the “Trust”)

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
State of Indiana

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
3,251,420 (1)

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
3,251,420 (1)

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
3,251,420 (1)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
7.2% (2)

 

 

12.

Type of Reporting Person (See Instructions)
OO

 

(1)   Margaret Jane Salin serves as the sole trustee of the Trust and, in such capacity, has sole voting and dispositive power.

 

(2)   Based upon 44,969,771 shares outstanding as of November 6, 2019, as set forth in the Issuer’s quarterly report filed on Form 10-Q with the Securities and Exchange Commission on November 7, 2019.

 

2

 

CUSIP No. 440407104

 

 

1.

Names of Reporting Persons
Margaret Jane Salin

 

 

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3.

SEC Use Only

 

 

4.

Citizenship or Place of Organization
United States of America

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
3,251,420 (3)

 

6.

Shared Voting Power
0

 

7.

Sole Dispositive Power
3,251,420 (3)

 

8.

Shared Dispositive Power
0

 

 

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
3,251,420 (3)

 

 

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11.

Percent of Class Represented by Amount in Row (9)
7.2% (4)

 

 

12.

Type of Reporting Person (See Instructions)
IN

 

(3)   Consists of 3,251,420 shares of common stock held of record by the William Nathan Salin Family Irrevocable Trust #1 (the “Trust”). Ms. Salin serves as the sole trustee of the Trust and, in such capacity, has sole voting and dispositive power.

 

(4)   Based upon 44,969,771 shares outstanding as of November 6, 2019, as set forth in the Issuer’s quarterly report filed on Form 10-Q with the Securities and Exchange Commission on November 7, 2019.

 

3

 

Item 1.

 

(a)

Name of Issuer:
Horizon Bancorp, Inc. (“Horizon”)

 

(b)

Address of Issuer’s Principal Executive Offices:
515 Franklin Street, Michigan City, Indiana 46360

 

Item 2.

 

(a)

Name of Person Filing:
A.     William Nathan Salin Family Irrevocable Trust #1 (the “Trust”)

B.     Margaret Jane Salin

 

(b)

Address of the Principal Business Office or, if none, Residence:
A.     The Trust: 10587 Coppergate Drive, Carmel, Indiana 46032

B.     Ms. Salin: 10587 Coppergate Drive, Carmel, Indiana 46032

 

(c)

Citizenship:
A.     The Trust is organized under the laws of the State of Indiana

B.     Ms. Salin is a citizen of the United States of America

 

(d)

Title of Class of Securities:
Common stock, no par value

 

(e)

CUSIP No.:
440407104

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

o

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

o

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

(e)

o

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

 

(h)

o

A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

 

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);

 

(j)

o

A non-U.S. institution in accordance with § 240.13d–1(b)(1)(ii)(J);

 

(k)

o

Group, in accordance with §240.13d–1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with

§240.13d–1(b)(1)(ii)(J), please specify the type of institution:____________________________

Inapplicable.

 

4

 

Item 4.

Ownership.

A.     The Trust:

 

(a)

Amount beneficially owned:   

3,251,420 (1)

 

(b)

Percent of class:   

7.2% (2)

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote:   

3,251,420 (1)

 

 

(ii)

Shared power to vote or to direct the vote:    

0

 

 

(iii)

Sole power to dispose or to direct the disposition of:   

3,251,420 (1)

 

 

(iv)

Shared power to dispose or to direct the disposition of:   

0

 

B.     Ms. Salin:

 

(a)

Amount beneficially owned:   

3,251,420 (3)

 

(b)

Percent of class:   

7.2% (2)

 

(c)

Number of shares as to which the person has:

 

 

(i)

Sole power to vote or to direct the vote:   

3,251,420 (3)

 

 

(ii)

Shared power to vote or to direct the vote:    

0

 

 

(iii)

Sole power to dispose or to direct the disposition of:   

3,251,420 (3)

 

 

(iv)

Shared power to dispose or to direct the disposition of:   

0

 

(1)   Ms. Salin serves as the sole trustee of the Trust and, in such capacity, has sole voting and dispositive power.

 

(2)   Based upon 44,969,771 shares outstanding as of November 6, 2019, as set forth in the Issuer’s quarterly report filed on Form 10-Q with the Securities and Exchange Commission on November 7, 2019.

 

(3)   Consists of 3,251,420 shares of common stock held of record by the Trust. Ms. Salin serves as the sole trustee of the Trust and, in such capacity, has sole voting and dispositive power.

 

Item 5.

Ownership of 5 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   o.

Inapplicable.

 

Item 6.

Ownership of More than 5 Percent on Behalf of Another Person.

Inapplicable.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Inapplicable.

 

Item 8.

Identification and Classification of Members of the Group.

Inapplicable.

 

Item 9.

Notice of Dissolution of Group.

Inapplicable.

 

5

 

Item 10.

Certification.

By signing below each of the undersigned certify that, to the best of the undersigned’s knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.

 

SIGNATURES

 

After reasonable inquiry and to the best of the undersigned’s knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct.

 

 

 

 

WILLIAM NATHAN SALIN FAMILY

 

 

IRREVOCABLE TRUST #1

 

 

 

 

 

 

 

 

/s/ Margaret Jane Salin

 

 

Margaret Jane Salin, Trustee

 

 

 

 

 

 

 

 

February 13, 2020

 

 

Date

 

 

 

 

 

 

 

 

/s/ Margaret Jane Salin

 

 

Margaret Jane Salin

 

 

 

 

 

 

 

 

February 13, 2020

 

 

Date

 

6

 EX-99.1 2 a20-8093_1ex99d1.htm EX-99.1

Exhibit 99.1

 

AGREEMENT OF JOINT FILING

 

Each of the undersigned hereby agree that this Amendment No. 1 to Schedule 13G is filed on behalf of each of them, pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended (“Exchange Act”). In accordance with Rule 13d-1(k)(1) under the Exchange Act, each of the undersigned hereby acknowledges that it or she, as the case may be, is responsible for the timely filing of this Amendment No. 1 to Schedule 13G and for the completeness and accuracy of the information concerning that person, but is not responsible for the completeness or accuracy of the information concerning the other person making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Agreement of Joint Filing shall be included as an exhibit to such Amendment No. 1 to Schedule 13G.

 

 

 

 

WILLIAM NATHAN SALIN FAMILY

 

 

IRREVOCABLE TRUST #1

 

 

 

 

 

 

 

 

/s/ Margaret Jane Salin

 

 

Margaret Jane Salin, Trustee

 

 

 

 

 

 

 

 

February 13, 2020

 

 

Date

 

 

 

 

 

 

 

 

/s/ Margaret Jane Salin

 

 

Margaret Jane Salin

 

 

 

 

 

 

 

 

February 13, 2020

 

 

Date