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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ________)
LENOX BANCORP, INC.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
526253109
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(CUSIP Number)
Virginia M. Deisch, 4730 Montgomery Road, Norwood, Ohio 45212 (513) 531-8655
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
April 14, 2000
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(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 Schedules 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box .
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CUSIP No. 526253109 SCHEDULE 13D
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
Virginia M. Deisch
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2 CHECK BOX IF A MEMBER OF A GROUP (a)
(b)
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PF
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) or 2(e)
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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7 SOLE VOTING POWER
NUMBER OF 16,342 (including 3,406 shares subject to options)
SHARES BENEFICIALLY
OWNED BY ---------------------------------------------------------
EACH 8 SHARED VOTING POWER
REPORTING
PERSON ---------------------------------------------------------
WITH 9 SOLE DISPOSITIVE POWER
14,810 (excludes 1,532 shares of unvested
restricted stock awards)
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10 SHARED DISPOSITIVE POWER
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,342 shares (including 3,406 shares subject to options)
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11);
5.7%
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14 TYPE OF REPORTING PERSON
IN
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*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.
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Item 1. Security and Issuer
This statement relates to shares of common stock, par value $0.01 per
share (the "Stock"), of Lenox Bancorp, Inc. (the "Company"), an Ohio
corporation, having its principal executive offices at 4730 Montgomery Road,
Norwood, Ohio 45212.
Item 2. Identity and Background
(a) This statement is being filed on behalf of Virginia M.
Deisch (the "Reporting Person").
(b) The Reporting Person's business address is 4730 Montgomery
Road, Norwood, Ohio 45212.
(c) The Reporting Person is the President and Chief Executive
Officer and a director of the Company and its wholly-owned
subsidiary, Lenox Savings Bank (the "Bank"), which has the
same principal executive office as the Company.
(d) The Reporting Person has not been convicted in a criminal
proceeding (excluding traffic violations or similar
misdemeanors) during the last five years.
(e) The Reporting Person has not during the last five years been
a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction nor as a
result of such proceeding was or is 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.
(f) The Reporting Person is a United States citizen.
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Item 3. Source and Amount of Funds or Other Consideration
Within the last 60 days, 1,821 shares were acquired by the Reporting
Person on April 14, 2000 through an allocation under the Lenox Savings Bank
Employee Stock Ownership Plan. The shares allocated to the Reporting Person
under the employee stock ownership plan were allocated from a trust, which used
funds loaned to it by the Company at the time the Bank converted from mutual to
stock form. No personal funds were used to acquire the aggregate of 1,821 shares
acquired by the Reporting Person. Additionally, no part of the price paid for
shares was represented by funds borrowed or otherwise obtained for the purpose
of acquiring, holding, trading, or voting securities.
Item 4. Purpose of Transaction
The Reporting Person acquired the Company's stock for investment
purposes. The Reporting Person may from time to time acquire additional
securities of the Company using personal funds through a broker and/or privately
negotiated transactions.
Except as described above, the Reporting Person does not have any
present plans or proposals that relate to or would result in (a) the acquisition
by any person of additional securities of the Company, or the disposition of
securities of the Company; (b) an extraordinary corporate transaction, such as a
merger, reorganization or liquidation involving the Company or any of its
subsidiaries; (c) a sale or transfer of a material amount of assets of the
Company or any of its subsidiaries; (d) any change in the present board of
directors or management of the Company, 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 Company; (f) any other material change in the Company's business or
corporate structure; (g) changes in the Company's bylaws or instrument
corresponding thereto or other actions which may impede the acquisition of
control of the Company by any person; (h) causing a class of securities of the
Company 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 Company
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) The Reporting Person beneficially owns 16,342 shares, representing
5.7% of the 285,028 outstanding shares of the Company that were reported
outstanding at March 23, 2000.
The beneficially owned shares includes 3,406 shares underlying
exercisable stock options that were granted under the Company's 1997 Incentive
Plan which the Reporting Person currently has the right to acquire.
(b) The Reporting Person has sole voting power over 16,342 shares,
which includes 3,406 shares that the Reporting Person has the right to acquire
pursuant to exercisable options.
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The Reporting Person has sole dispositive power over 14,810 shares, which
excludes 1,532 shares of unvested restricted stock awards. The Reporting Person
has no shared voting and dispositive power over any shares.
(c) Except as reported in Item 3 hereof, there has been no transaction
in the Common Stock of the Company effected during the past sixty (60) days by
the Reporting Person.
(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, the
securities referred to in Item 5(a).
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings, and Relationships with Respect
to Securities of the Issuer
There are no contracts, arrangements, understandings or relationships
between the Reporting Person and any person with respect to any securities of
the Company's common stock.
Item 7. Material Required to be Filed as Exhibits
None.
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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.
April 27, 2000 By: /s/ Virginia M. Deisch
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Virginia M. Deisch (in her individual capacity)
