UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. ______)*
First Bancshares, Inc.
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(Name of Issuer)
Common Stock, par value $0.01 per share
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(Title of Class of Securities)
318687 10 0
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(CUSIP Number)
Susan J. Uchtman, First Bancshares, Inc., 142 East First Street,
Mountain Grove, MO 65711, (417) 926-5151
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
August 2, 1996
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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 [ ].
Check the following box if a fee is being paid with the statement [X]. (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 described 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.
*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 ("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. 318687 10 0 Page 1 of 3 Pages
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1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Stephen H. Romines
Social Security Number ###-##-####
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2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
NA
3. SEC USE ONLY
4. SOURCE OF FUNDS
PF
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS
REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) [ ]
NA
6. CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
NUMBER OF 7. SOLE VOTING POWER
SHARES 53,917
BENEFICIALLY
OWNED BY 8. SHARED VOTING POWER
EACH 2,000
REPORTING
PERSON 9. SOLE DISPOSITIVE POWER
WITH 48,321
10. SHARED DISPOSITIVE POWER
2,000
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
68,117
12. CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (11) EXCLUDES CERTAIN SHARES [ ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
5.9%
14. TYPE OF REPORTING PERSON
IN
Page 2 of 3
Item 1. Security and Issuer
This statement relates to the common stock, par value $0.01 per share,
of First Bancshares, Inc. ("Issuer"). The name and address of the principal
executive offices of the Issuer is as follows:
First Bancshares, Inc.
P.O. Box 777
Mountain Grove, Missouri 65711
Item 2. Identity and Background
a. This Schedule 13D is filed on behalf of Stephen H. Romines,
"Reporting Person".
b. The Reporting Person's business address is:
First Bancshares, Inc.
P.O. Box 777
Mountain Grove, Missouri 65711
c. The Reporting Person's principal occupation is President and
Chief Executive Officer of the Issuer. The Reporting Person is also a
Director of the Issuer.
d. During the last five years, the Reporting Person has not
been convicted in a criminal proceeding.
e. During the past five years, the Reporting Person has not
been a part to a civil proceeding of a judicial or administrative body of
competent jurisdiction or the result of which subjects or subjected the
Reporting Person 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.
f. The Reporting Person is a citizen of the United States of
America.
Item 3. Source and Amount of Funds or Other Consideration
The Reporting Person purchased or acquired 37,000 shares in the Issuer's
initial public offering in December 1993 through a combination of personal
funds and funds obtained from a loan in the ordinary course of business with
Boatmen's Bank of Southern Missouri. The Reporting Person purchased 13,321
shares between February 1994 and September 1994 with personal funds. Through
the First Home Savings Bank Employee Stock Ownership Agreement, the Reporting
Person received 5,596 shares of the Issuer's common stock. Included in the
68,117 aggregate amount of shares beneficially owned on Line 11 of the cover
page are 12,200 shares available to be purchased upon exercise of stock
options. The options have not been exercised; therefore, these shares have
not yet been issued.
Page 3 of 3
Item 4. Purpose of Transaction
The Reporting Person purchased the securities for investment purposes.
Depending on market conditions, economic conditions and any other relevant
factors, the Reporting Person may alter his holdings in the common stock
through open market purchases or sales, or through privately negotiated
transactions. The Reporting Person intends to evaluate his holdings in the
Issuer on a continual basis.
The Reporting Person has no 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 a 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 term
of directors or to fill any existing 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)
changes in the Issuer's charter, bylaws or 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 cease to be authorized or quoted in
an inter-dealer quotation system of 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) The Reporting Person has beneficial ownership (as defined in Rule
13d-3) of 68,117 shares, or 5.9%, of the Issuer's common stock. Included in
this amount are 12,200 shares available to be purchased upon exercise of stock
options. These options have not been exercised; therefore, these shares have
not yet been issued. The schedule was not filed within 10 days after the
Reporting Person become a 5% owner due to an oversight of not including
exercisable stock options in the ownership calculation. Also, First
Bancshares, Inc. has been in several repurchase programs which reduced the
number of outstanding shares.
(b) The Reporting Person has sole power to vote or direct the vote of
53,917 shares and sole power to dispose or to direct the disposition over
48,321 shares (including 5,550 shares held by Wachovia Bank as custodian for
Mr. Romines' IRA). The 5,596 difference in shares to vote and shares to
dispose relates to shares held in First Home Savings Bank Employee Stock
Ownership Plan.
The Reporting Person has shared power to vote or direct the vote and
shared power to dispose or to direct the disposition over 2,000 shares (shares
held by his wife, Shurdena Romines).
(c) On May 7, 1997, the Reporting Person purchased 500 shares at
$10.00 per share through the exercise of a portion of his stock options.
These shares were immediately sold for $19.625 per share.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer
There are no contracts, arrangements, understandings or relations with
the Reporting Person and any other person with respect to the securities.
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 12, 1997 /s/ Stephen H. Romines
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Date Signature
Stephen H. Romines
Name
