UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
GUARANTY BANCSHARES, INC.
--------------------------------------------------
(Name of Issuer)
COMMON STOCK $1.00 PAR VALUE PER SHARE
--------------------------------------------------------
(Title of Class of Securities)
400764 10 6
--------------------
(CUSIP Number)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[X] Rule 13d-1(b)
[ ] Rule 13d-1(c)
[ ] 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).
<PAGE>
CUSIP NO. 400764 10 6 13G Page 2 of 6 Pages
- --------------------------------------------------------------------------------
| 1 | NAMES OF REPORTING PERSONS
| | S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
| |
| | GUARANTY BANCSHARES, INC. EMPLOYEE STOCK OWNERSHIP PLAN
| | (WITH 401(K) PROVISIONS)
- --------------------------------------------------------------------------------
| 2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (A)[ ]
| | (B)[ ]
| | NONE
- --------------------------------------------------------------------------------
| 3 | SEC USE ONLY
| |
- --------------------------------------------------------------------------------
| 4 | CITIZENSHIP OR PLACE OF ORGANIZATION
| |
| | TEXAS
- --------------------------------------------------------------------------------
| 5 | SOLE VOTING POWER
NUMBER OF | | 434,140
SHARES ---------------------------------------------------------
BENEFICIALLY | 6 | SHARED VOTING POWER
OWNED BY | | 0
EACH ---------------------------------------------------------
REPORTING | 7 | SOLE DISPOSITIVE POWER
PERSON | | 0
WITH ---------------------------------------------------------
| 8 | SHARED DISPOSITIVE POWER
| | 0
- --------------------------------------------------------------------------------
| 9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| |
| | 434,140
- --------------------------------------------------------------------------------
| 10 | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
| |
| | [ ]
- --------------------------------------------------------------------------------
| 11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
| |
| | 13.4%
- --------------------------------------------------------------------------------
| 12 | TYPE OF REPORTING PERSON*
| |
| | EP
- --------------------------------------------------------------------------------
Page 2 of 6
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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: 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: 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. 240.13d-1(b)(1)(ii)(J).
ITEM 4. OWNERSHIP:
(a) The amount of securities beneficially owned by the Plan is 434,140 shares
of Common Stock.
(b) The percent of the class of Common Stock beneficially owned by the Plan
is 13.4%.
(c) The Plan has the sole power to vote or to direct the vote of 434,140
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.
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE
SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY.
Not applicable
Page 4 of 6
<PAGE>
ITEM 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
Not applicable
ITEM 9. NOTICE OF DISSOLUTION OF GROUP.
Not applicable
ITEM 10. CERTIFICATION.
By signing below I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired and are held in the ordinary course
of business and 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.
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 14, 2000
-----------------------------------
(Date)
Guaranty Bancshares, Inc. Employee Stock
Ownership Plan (with 401(k) provisions)
/s/ CLIFTON A. PAYNE
------------------------------------
By: CLIFTON A. PAYNE
--------------------------------
Title: TRUSTEE
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