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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities and Exchange Act of 1934
(Amendment No. )*
GLB Bancorp, Inc.
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(Name of Issuer)
Common Stock, no par value
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(Title of Class of Securities)
361778 10 3
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(CUSIP Number)
Joseph Drain, Esq., Grady & Associates, 20800 Center Ridge Road, Suite 116,
Rocky River, Ohio 44116-4306, (440) 356-7255
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(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
May 19, 1998
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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 which is the subject of this Schedule 13D, and is filing this
schedule because of Section 240.13d-1(e), 240.13d-1(f) or 240.13d-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 Section 240.13d-7(b) 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 (the "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).
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<TABLE>
SCHEDULE 13D
CUSIP NO. 361778 10 3
<S> <C>
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Jerome T. Osborne, Sr.
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2 CHECK THE APPROPRIATE 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
USA
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NUMBER OF 7 SOLE VOTING POWER
SHARES 166,519
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BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 770*
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EACH 9 SOLE DISPOSITIVE POWER
REPORTING 166,519
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PERSON 10 SHARED DISPOSITIVE POWER
WITH 770*
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
Jerome T. Osborne, Sr. is the owner of the 166,519 shares. His spouse is
the owner of 770 shares.
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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)
8.59% (excluding 770 shares owned by Mr. Osborne's spouse).
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14 TYPE OF REPORTING PERSON*
IN
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</TABLE>
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CUSIP NO. 361778 10 3
*Mr Osborne's spouse owns 770 shares of GLB Bancorp, Inc. common stock.
Accordingly, under Securities and Exchange Commission rules, Mr. Osborne
may be deemed to share indirect ownership of such shares. Nevertheless,
nothing herein shall be construed to be an admission on Mr. Osborne's
part that he is, for the purposes of Sections 13(d) or 13(g) of the
Securities Exchange Act of 1934 or otherwise, the beneficial owner of
the 770 shares owned by his spouse.
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CUSIP NO. 361778 10 3
Item 1 Security and Issuer
The equity security to which this Schedule 13D relates is the common
stock, without par value (the "Stock"), of GLB Bancorp, Inc., a bank holding
company chartered under Ohio law (the "Company"). The address of the Company's
principal executive offices is 7001 Center Street, Mentor, Ohio 44060.
Item 2 Identity and Background
(a) - (c) This statement is being filed by Mr. Jerome T. Osborne, Sr.,
Chairman of the Board and a director of the Company. Mr. Osborne's business
address is 7954 Reynolds Road, Mentor, Ohio 44060. Mr. Osborne is the
President of Osborne, Inc., a concrete company headquartered in Mentor, Ohio.
Osborne, Inc.'s address is 7954 Reynolds Road, Mentor, Ohio 44060.
(d) and (e) During the last five years, Jerome T. Osborne, Sr. has not
been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors), nor has he been a party to any 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 a
finding of violation of any such laws.
(f) Mr. Osborne is a citizen of the United States of America.
Item 3 Source and Amount of Funds or Other Consideration
Mr. Osborne owns 166,519 shares of Stock, 135,750 of which were acquired
in July 1994 at the price of $10 per share with personal assets of Mr. Osborne.
Mr. Osborne was one of the members of a group that acquired control of the
former Great Lakes Commerce Bank in July 1994. The Company completed its
initial public offering of Stock in May 1998. Mr. Osborne acquired 30,769
shares of stock in that initial public offering, at the price of $13 per share.
Item 4 Purpose of Transaction
The Stock that is the subject of this Schedule 13D was acquired by Mr.
Osborne for the purpose of investment. Mr. Osborne may acquire additional
shares of Stock or dispose of some or all of the Stock from time to time.
Except for such possible future acquisitions or dispositions of Stock, Mr.
Osborne currently does not have any plans or proposals concerning transactions
in the Stock or concerning the corporate affairs or transactions of the Company
of the type listed in paragraphs (a) through (j) of Item 4 of Schedule 13D
(except in his capacity as Chairman of the Board and director of the Company).
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CUSIP NO. 361778 10 3
Item 5 Interest in Securities of the Issuer
(a) According to the Prospectus included within the Form SB-2 Registration
Statement of the Company (Securities Act of 1933 Registration Number
333-48387), the Company has 1,938,906 shares of Stock issued and outstanding
(excluding 195,000 shares that may be acquired by the underwriter of such
initial public offering pursuant to exercise of the underwriter's thirty-day
over-allotment option). Mr. Osborne's 166,519 shares currently represent 8.59%
of the Stock issued and outstanding. Such shares do not include 200 shares Mr.
Osborne will have the right to acquire by exercise of an option granted under
the Company's 1998 Stock Option and Incentive Plan (a copy of which is included
as Exhibit 10.A to the Company's Form SB-2 Registration Statement). Upon
adoption of the 1998 Stock Option and Incentive Plan by shareholders of the
Company at the Company's February 17, 1998 Annual Meeting, each non-employee
director was granted automatically under the terms of the 1998 Stock Option and
Incentive Plan an option to acquire 200 shares of Stock, at the exercise price
of $13. The options vest and become exercisable ratably over a five-year
period, beginning with the first anniversary of the date of grant.
(b) Mr. Jerome T. Osborne, Sr. has sole voting and investment power over
all 166,519 shares of Stock of the Company reported herein as owned by him.
(c) 135,750 shares of Stock owned by Mr. Osborne were acquired by him in
July 1994. An additional 30,769 shares were acquired by him on May 19, 1998 at
the price of $13.00 per share in the Company's initial public offering.
(d) No person other than Mr. Osborne has the right to receive or the
power to direct the receipt of dividends from or the proceeds from the sale of,
the Stock that is the subject of this Schedule 13D.
(e) Not applicable.
Item 6 Contracts, Arrangements, Understandings or Relationships With Respect
to Securities of the Issuer.
Except as may be set forth herein, Mr. Osborne does not have any contract,
arrangement, understanding, or relationship (legal or otherwise) with any
person with respect to any securities of the Company, including but not limited
to transfer or voting of any of the securities, finder's fees, joint ventures,
loan or option arrangements, puts or calls, guarantees of profits, division of
profits or losses, or the giving or withholding of proxies. The shares of
Stock that are the subject of this Schedule 13D were not acquired on margin and
are not subject to any pledge. Except as may be disclosed herein, none of such
shares is subject to a contingency the occurrence of which would give another
person voting power or investment power over such shares.
Item 7 Material to be Filed as Exhibits
None
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CUSIP NO. 361778 10 3
SIGNATURE
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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/ JEROME T. OSBORNE, SR.
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Dated: May 22, 1998
