Copy of SEC Schedule 13D for stockholders,
Witherspoon, Schneiderman and Watson
(holders of more than 5% of the outstanding stock)
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
Atlantic BancGroup, Inc.
Common Stock
M. Michael Witherspoon, President and CEO
Atlantic BancGroup, Inc.
1315 S. Third Street
Jacksonville Beach, Florida 32250
(904) 247-9494
May 5, 1999
(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 Rule 13d-1(b)(3) or (4), check the following box .
Check the following box if a fee is being paid with the statement . (A fee is
not required only if the reporting person: (1 has a previous statement on file
reporting beneficial ownership of more than five percent of the class of
securities describes in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note: Six copies of this statement, including all exhibits, should be filed with
the Commission. See Rule 13d-1(a) for other parties to whom copies are to be
sent.
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SCHEDULE 13D
CUSIP No. __________________ Page _______ of __________ Pages
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
M. Michael Witherspoon S.S.N. #: ###-##-####
1315 S. Third Street
Jacksonville Beach, Florida 32250
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
N/A (b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS*
PERSONAL FUNDS
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO
ITEMS 2(d) OR 2(E)
N/A
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A. Citizen
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NUMBER OF 7 SOLE VOTING POWER
20,660
SHARES
BENEFICIALLY 8. SHARE VOTING POWER
N/A
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER
20,660
REPORTING
PERSON 10. SHARED DISPOSITVE POWER
N/A
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
20,660
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12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11)( EXCLUDES CERTAIN SHARES*
N/A
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.7
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14 TYPE OF REPORTING PERSON*
IN
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*SEE INSTRUCTIONS BEFORE FILING OUT!
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ITEM 1. Security and Issuer
This statement relates to the common stock of Atlantic BancGroup, Inc. The
following is a list of the officers and directors of Atlantic BancGroup who will
serve until the company's first annual shareholders meeting in the year 2000.
M. Michael Witherspoon Acting Chairman of the Board
3343 Lighthouse Pointe Lane and President/CEO
Jacksonville, FL 32250
David L. Young Senior Vice President / Chief Financial
1365 Pinewood Road Officer and Corporate Secretary
Jacksonville, FL 32250
Barry W. Chandler Director
1022 Seawood Drive
Neptune Beach, FL 32266
Dr. Frank J. Cervone Director
91 Nina Lane
Ponte Vedra Beach, FL 32082
Jimmy D. Dubberly Director
111 Oakridge Drive
Glennville, GA
Donald F. Glisson, Jr. Director
2195 Osprey Point Drive, West
Jacksonville, FL 32224
Robin E. Scheiderman Director
3419 Lands End Drive
St. Augustine, FL 32095 Director
Gordon K. Watson Director
1262 Fish Hook Way
Pointe Vedra Beach, FL 32082
Conrad L. Williams Director
314 12th street
Atlantic Beach, FL 32233
Dennis M. Wolfson Director
9548 Waterford Road
Jacksonville, FL
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ITEM 2.
(a) M. Michael Witherspoon.
(b) 1726 Selva Marina Drive
Atlantic Beach, Florida 32233
(c) Chairman of the Board of Directors and CEO of
Oceanside Bank and acting Chairman President and CEO of Atlantic
BancGroup, Inc.
(d) No criminal convictions during the last five years.
(e) Not a party to a civil proceeding regarding federal
or state securities laws during the last five years.
ITEM 3. Source and Amount of Funds or Other Consideration
Personal Funds.
ITEM 4. Purpose of Transaction
At this time, Mr. Witherspoon does not have any plans or proposals which
would relate to or would result in:
(a) the acquisition by any person of addition
securities, or the disposition of securities of the company.
(b) extraordinary corporate transaction, such as a
merger, reorganization or liquidation, involving the company or
any of its subsidiaries.
(c) sale or transfer of a material amount of assets of
the Company or any of its subsidiaries.
(d) has no plans for any changes in the present board
of directors or management, including any plans or proposals to
change the number of term or directors or to fill any existing
vacancies on the board.
(e) any plans to make material changes in the present
capitalization or dividend policy of the Company.
(f) any other material changes in the Company's
business or corporate structure.
(g) plans to change the Company's charter, bylaws or
instruments corresponding thereto or other actions which may
impede the acquisition of control of the Company by any person.
(h) any class of securities of the issuer causing the
issuer 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) any class of equity securities of the Company
becoming eligible for termination of registration pursuant to
Section 12(g)(4) of the Act.
(j) Mr. Witherspoon does not have any action similar to
any of those enumerated above.
ITEM 5. Interest in Securities of the Issuer
On the Effective Date of the Reorganization, Mr. Witherspoon will
hold 20,660 shares of Atlantic BancGroup, Inc. common stock and 20,660
unexercised warrants.
ITEM 6. Contracts, Arrangements, Understandings, or Relationships with Respect
to Securities of the Issuer
N/A.
ITEM 7. Material to Be Filed as Exhibits
None.
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.
May 17, 1999 /s/ M. Michael Witherspoon
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Date Signature
M. Michael Witherspoon
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Name