SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. ...)*
GUARANTY BANCSHARES, INC.
(Name of Issuer)
COMMON STOCK $1.00 PAR VALUE PER SHARE
(Title of Class of Securities)
400764 10 6
(CUSIP Number)
*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).
<PAGE>
CUSIP NO. 400764 10 6 13G Page 2 of 6 Pages
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
GUARANTY BANCSHARES, INC. EMPLOYEE STOCK OWNERSHIP PLAN (WITH 401(K)
PROVISIONS)
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(A) [ ]
NONE
(B) [ ]
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
TEXAS
5 SOLE VOTING POWER
NUMBER OF
SHARES 407,514
BENEFICIALLY
OWNED BY 6 SHARED VOTING POWER
EACH
REPORTING 0
PERSON 7 SOLE DISPOSITIVE POWER
WITH
0
8 SHARED DISPOSITIVE POWER
0
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
407,514
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
14.6%
12 TYPE OF REPORTING PERSON*
IN
Page 2 of 6
<PAGE>
ITEM 1(A)
Name of issuer: The name of the issuer is Guaranty Bancshares, Inc.
("Bancshares").
ITEM 1(B)
Address of issuer's principal executive offices: The principal executive office
of Bancshares is 100 W. Arkansas, Mount Pleasant, Texas 75455.
ITEM 2(A)
Name of person filing: The reporting person is the Guaranty Bancshares, Inc.
Employee Stock Ownership Plan (with 401(k) provisions) ("Plan").
ITEM 2(B)
Address or principal business office or, if none, residence: The address of the
Plan is 100 W. Arkansas, Mount Pleasant, Texas 75455.
ITEM 2(C)
Citizenship: The Plan is organized under the laws of the State of Texas.
ITEM 2(D)
Title of class of securities: The class of securities of Bancshares owned
beneficially by the Plan is common stock, $1.00 par value (the "Common Stock").
ITEM 2(E)
CUSIP Number: 400764 10 6
ITEM 3
If this statement is filed pursuant to Rule 13d-1(b) or 13d-2(b) or (c), check
whether the person filing is:
(a) |_| Broker or dealer registered under Section 15 of the Act.
(b) |_| Bank as defined in Section 3(a)(6) of the Act.
(c) |_| Insurance Company as defined in Section 3(a)(19) of the Act.
Page 3 of 6
<PAGE>
(d) |_| Investment Company registered under Section 8 of the
Investment Company Act.
(e) |_| Investment Adviser registered under Section 203 of the
Investment Advisers Act.
(f) |X| Employee benefit plan, pension fund which is subject to
the provisions of the Employment Retirement Income Security
Act of 1974 or Endowment Fund; see ss. 240.13d-1(b)(1)(ii)(F).
(g) |_| Parent holding company or control person in accordance
with ss. 240.13d- 1(b)(1)(ii)(G).
(h) |_| A savings association as defined in Section 3(b) of the
Federal Deposit Insurance Act.
(i) |_| A church plan that is excluded from the definition of an
investment company under Section 3(c)(14) of the Investment
Company Act.
(j) |_| Group, in accordance with ss. 240.13-d1(b)(1)(ii)(J).
ITEM 4
Ownership:
(a) The amount of securities beneficially owned by the Plan is 407,514
shares of Common Stock.
(b) The percent of the class of Common Stock beneficially owned by the Plan
is 14.1%.
(c) The Plan has the sole power to vote or to direct the vote of 407,514
shares of the Common Stock and no power to dispose or to direct the
disposition of the shares of the Common Stock.
ITEM 5
Ownership of 5 Percent or Less of a Class: Not applicable
ITEM 6
Ownership of More than 5 Percent on Behalf of Another Person:
The securities beneficially owned by the Plan are owned for the benefit of
employees of Bancshares who participate in the Plan. Such employees have the
right to receive or the power to direct the receipt of dividends, or the
proceeds from the sale of such securities.
Page 4 of 6
<PAGE>
ITEM 7
Identification and Classification of the Subsidiary Which Acquired the Security
Being Reported on By the Parent Holding Company: Not applicable
ITEM 8
Identification and Classification of Members of the Group: Not applicable
ITEM 9
Notice of Dissolution of Group: Not applicable
ITEM 10
Certification: Not applicable
Page 5 of 6
<PAGE>
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.
FEBRUARY 11, 1999
(Date)
Guaranty Bancshares, Inc. Employee Stock
Ownership Plan (with 401(k) provisions)
/s/ CLIFTON A. PAYNE
By: CLIFTON A. PAYNE
Title: TRUSTEE
Page 6 of 6
