UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. __________)*
Mid-Coast Bancorp, Inc.
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(Name of Issuer)
Common Stock, par value $1.00 per share
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(Title of Class of Securities)
595262106
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(CUSIP Number)
Wesley E. Richardson
President and Chief Executive Officer
Mid-Coast Bancorp, Inc.
1768 Atlantic Highway
Box 589
Waldoboro, MA 04572
(207) 832-7521
(Name, Address and Telephone Number of Person Authorized
to Receive Notices and Communications)
July 16, 1997
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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 Rule 13d-1(b)(3) or (4), check the following box [ ].
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.
* 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).
SCHEDULE 13D
CUSIP No. 595262106 Page 2 of 5 Pages
1 NAME OF REPORTING PERSON
SS. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Wesley E. Richardson
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ]
(b) [ ]
3 SEC USE ONLY
4 SOURCE OF FUNDS*
SC, PF, OO
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [ ]
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
NUMBER OF 7 SOLE VOTING POWER
SHARES 8079
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 5679
EACH 9 SOLE DISPOSITIVE POWER
REPORTING 3856
PERSON 10 SHARED DISPOSITIVE POWER
WITH 3856
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
5.3%
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES* [ ]
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
14 TYPE OF REPORTING PERSON*
IN
*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.
*Item 1. Security and Issuer
The securities to which this Schedule 13D relate are the shares of common
stock, par value $1.00 per share (the "Shares"), of Mid-Coast Bancorp, Inc.
(the "Issuer"), a Delaware corporation having its principal executive offices
at 1768 Atlantic Highway, Box 589, Waldoboro, Maine 04572.
Item 2. Identity and Background
This Schedule 13D is being filed by Wesley E. Richardson, the President
and Chief Executive Officer of Mid-Coast Bancorp, Inc., 1768 Atlantic Highway,
Box 589, Waldoboro, Maine 04572.
During the last five years, Mr. Richardson has not been convicted in a
criminal proceeding (excluding traffic violations or similar misdemeanors), and
was not a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction which resulted in his being 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.
Mr. Richardson is a United States citizen.
Item 3. Source and Amount of Funds or Other Consideration
Note: Information provided for this item reflects events from July 16,
1997, the date of the event which requires the filing of this schedule and
November 19, 1997.
Mr. Richardson has purchased 5284 shares for an aggregate purchase price
of $42,272.00. In addition, Mr. Richardson jointly owns 2652 shares with his
spouse Elizabeth Richardson with an aggregate purchase price of $21,216.00.
Elizabeth Richardson, spouse of Mr. Richardson, has purchased a total of 1204
shares, all of which Mr. Richardson disclaims beneficial ownership of.
In December, 1993, Mr. Richardson became vested in options to purchase
395 shares at an exercise price of $11.21, at which time Mr. Richardson had the
"right to acquire" such Shares as defined in Rule 13d-3(d)(1). These options
were granted to Mr. Richardson pursuant to the Mid-Coast Bancorp, Inc. 1989
Stock Option Plan, and no options have been exercised.
Mr. Richardson is the beneficial owner of 2,400 Shares, which were
granted on July 16, 1997, pursuant to the Recognition and Retention Plan of
Mid-Coast Bancorp, Inc. ("RRP"). Awards under the RRP for Mr. Richardson vest
at a rate of 20% per year from the date of the grant. As of the date of this
schedule, no shares granted under the RRP to Mr. Richardson have vested.
Page 3 of 5 Pages
Item 4. Purpose of Transaction
All Shares reported herein as beneficially owned by Mr. Richardson were
acquired for investment purposes. Mr. Richardson may from time to time
(depending on general economic conditions, market prices for Shares, receipt of
any necessary regulatory approval and other factors) purchase additional Shares
through open-market purchases, privately negotiated transactions or otherwise
and may also dispose of Shares.
Other than as indicated above, Mr. Richardson does not have any present
plans or proposals which relate to or would result in: (a) the acquisition by
any person of additional securities of the Issuer, or the disposition of
securities of the Issuer; (b) an extraordinary corporate transaction, such as
merger, reorganization or liquidation, involving the Issuer or any of its
subsidiaries; (c) a sale or transfer of a material amount of assets of the
Issuer or any of its subsidiaries; (d) any change in the present board of
directors or management of the Issuer, including any plans or proposals to
change the number or terms of directors or to fill any vacancies on the board;
(e) any material change in the present capitalization or dividend policy of the
Issuer; (f) any other material change in the Issuer's business or corporate
structure; (g) any change in the Issuer's charter, by-laws, or other
instruments corresponding thereto or other actions which may impede the
acquisition of control of the Issuer by any person; (h) causing a class of
securities of the Issuer to be delisted from a national securities exchange or
to be authorized to be quoted in an inter-dealer quotation system or a
registered national securities association; (i) a class of equity securities of
the Issuer becoming eligible for termination of registration pursuant to
Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (j) any
action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
(a) Mr. Richardson may be deemed to beneficially own an aggregate of
12,330 Shares or 5.3% of the Shares outstanding on July 16, 1997, as calculated
by the Issuer. Both the number of Shares beneficially owned by Mr. Richardson
and the number of Shares outstanding include the right to acquire ownership of
395 Shares pursuant to the exercise of stock options.
(b) Mr. Richardson has the sole power to vote or to direct the vote of
8079 Shares (including 2,400 shares held in the RRP), and has sole power to
dispose or to direct the disposition of 5679 Shares. Mr. Richardson has shared
power to vote or to direct the vote of 3856 Shares (including 1204 of which Mr.
Richardson disclaims beneficial ownership of), and has shared power to dispose
or direct the disposition of 3856 Shares (including 1204 of which Mr.
Richardson disclaims beneficial ownership of) .
Of the Shares over which Mr. Richardson has shared power to vote or to
direct the vote, 2652 shares are jointly owned with his spouse, and 1204 Shares
are owned by his spouse, all of which Mr. Richardson disclaims beneficial
ownership of. Of the Shares over which Mr. Richardson has shared power to
dispose or to direct the disposition of, 2652 shares are jointly owned with his
spouse, and 1204 Shares are owned by his spouse (all of which Mr. Richardson
disclaims beneficial ownership of).
Page 4 of 5 Pages
Elizabeth Richardson's business address is: Mrs. Elizabeth Richardson,
c/o Wesley E. Richardson, Mid-Coast Bancorp, Inc., 1768 Atlantic Highway, Box
589, Waldoboro, Maine 07452. During the last five years, Mrs. Richardson has
not been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors), and was not a party to a civil proceeding of a judicial
or administrative body of competent jurisdiction which resulted in his being
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.
(c) Not applicable. This is the first Schedule 13D filed by the
reporting person.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect
to Securities of the Issuer
Except as set forth elsewhere in this schedule, there are no contracts,
arrangements, understandings or relationships (legal or otherwise) among Mr.
Richardson and any other person or persons with the respect to the Shares,
including but not limited to transfer or voting of any of the Shares, finder's
fees, joint ventures, loan or option arrangements, put or calls, guarantees of
profits, division of profits or loss, or the giving or withholding of proxies.
Item 7. Material Required 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.
November 19, 1997 /s/ Wesley E. Richardson
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Wesley E. Richardson
Page 5 of 5 Pages
