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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1) *
TWIN CITY 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)
901412 10 6
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(CUSIP Number)
THAD R. BOWERS
JUDITH O. BOWERS
c/o TWIN CITY BANCORP, INC.
310 STATE AT EDGEMONT
BRISTOL, TENNESSEE 37620
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(Name, address and telephone number of person
authorized to receive notices and communications)
MAY 24, 2000
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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: Schedules filed in paper format shall include a signed
original and five copies of the schedule, including all
exhibits. See Rule 13d-7 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.
(Continued on following pages)
(Page 1 of 8 Pages)
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CUSIP No. 901412 10 6 13D Page 2 of 8 Pages
1. NAMES OF REPORTING PERSONS:
THAD R. BOWERS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCES OF FUNDS* PF; SC
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 OF AMERICA
NUMBER OF 7. SOLE VOTING POWER 3,840
SHARES
BENEFICIALLY 8. SHARED VOTING POWER 62,262
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER 37,530
REPORTING
PERSON WITH 10. SHARED DISPOSITIVE POWER 62,262
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 99,792
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ X ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 8.6%
14. TYPE OF REPORTING PERSONS* IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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CUSIP No. 901412 10 6 13D Page 3 of 8 Pages
1. NAMES OF REPORTING PERSONS:
JUDITH O. BOWERS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [ ]
3. SEC USE ONLY
4. SOURCES OF FUNDS* PF; SC
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 OF AMERICA
NUMBER OF 7. SOLE VOTING POWER 0
SHARES
BENEFICIALLY 8. SHARED VOTING POWER 26,337
OWNED BY
EACH 9. SOLE DISPOSITIVE POWER 10,107
REPORTING
PERSON WITH 10. SHARED DISPOSITIVE POWER 26,337
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON 36,444
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES* [ X ]
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 11 3.2%
14. TYPE OF REPORTING PERSONS* IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
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ITEM 1. SECURITY AND ISSUER.
The class of equity security to which this statement relates is
the common stock, par value $1.00 per share ("the Common
Stock"), of Twin City Bancorp, Inc. (the "Issuer"), whose
principal executive offices are located at 310 State at
Edgemont, Bristol, Tennessee 37620.
ITEM 2. IDENTITY AND BACKGROUND.
(a) The names of the reporting persons are Thad R. and
Judith O. Bowers, husband and wife.
(b) The business address of the reporting persons is 310
State at Edgemont, Bristol, Tennessee 37620
(c) Mr. Bowers' principal occupation is President and
Chief Executive Officer of the Issuer and its wholly
owned subsidiary, Twin City Federal Savings Bank (the
"Bank") and Mrs. Bowers' principal occupation is
Senior Vice President of the Bank
(d) During the last five years, neither Mr. Bowers nor
Mrs. Bowers has been convicted in a criminal
proceeding (excluding traffic violations or similar
misdemeanors).
(e) During the last five years, neither Mr. Bowers nor
Mrs. Bowers has been a party to a civil proceeding of
a judicial or administrative body of competent
jurisdiction and as a result of such proceeding was or
is 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.
(f) Mr. and Mrs. Bowers are citizens of the United States.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Mr. and Mrs. Bowers acquired beneficial ownership of 38,493
shares (adjusted for a 3-for-2 stock split) with approximately
$257,000 in personal funds in the initial public offering of the
Issuer. In addition, Mr. and Mrs. Bowers have acquired 20,214
shares from the Issuer through the vesting of restricted stock
awards under the Issuer's Management Recognition Plan ("MRP").
Mr. and Mrs. Bowers have also acquired 45,323 shares with
personal funds and Issuer matching contributions through the
Issuer's Defined Contribution Thrift Plan (the "401(k) Plan")
and have had 10,748 shares allocated to their accounts in the
Issuer's Employee Stock Ownership Plan (the "ESOP"). Finally,
Mr. and Mrs. Bowers have the right to acquire 43,797 shares
pursuant to options issued under the Issuer's 1995 Stock Option
and Incentive Plan (the "Option Plan").
Page 4 of 8 Pages
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ITEM 4. PURPOSE OF TRANSACTION.
The shares covered by this statement were acquired and are held,
or are expected to be acquired and held, for investment
purposes. Depending upon a continuing assessment and upon
future developments, each reporting person may determine, from
time to time or at any time, to acquire other shares of the
Issuer or to sell or otherwise dispose of some of the shares.
Other than as described above or in their capacities as
executive officers of the Issuer, neither reporting person has
any plans 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 corporate charter or 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 to be 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; or
(j) Any action similar to any of those enumerated above.
Each reporting person reserves the right to change his or
her investment purpose with respect to any and all shares of the
Common Stock of the Issuer beneficially owned and to take any
and all lawful action with respect to such shares.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
(a) Mr. Bowers may be deemed the beneficial owner of
99,792 shares of the Issuer's Common Stock and Mrs.
Bowers may be deemed the beneficial owner of 36,444
shares of the Issuer's Common Stock.
(b) Mr. Bowers has sole voting power over 3,840 shares of
the Common Stock and sole dispositive power over
37,530 shares including 33,690 shares which he has the
right to acquire pursuant to options. Mr. Bowers
shares voting and dispositive power with Mrs. Bowers
over 16,189 shares which they hold jointly. Mr.
Bowers may be deemed to share voting and dispositive
power with the plan trustees over
Page 5 of 8 Pages
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46,073 shares held in his accounts in the Issuer's
ESOP and 401(k) Plan. Mrs. Bowers has sole dispositive
power over 10,107 shares of the common stock which she
has the right to acquire pursuant to options. Mrs.
Bowers may be deemed to have shared voting and
dispositive power over 26,337 shares including 16,189
shares held jointly with Mr. Bowers, 150 shares held
jointly with her adult children and 9,998 shares held
in her accounts in the Issuer's ESOP and 401(k) Plan.
(c) On May 24, 2000, Mr. and Mrs. Bowers became vested in
4,050 shares of restricted stock awarded to them under
the Issuer's MRP and in options to acquire 8,760
shares under the Option Plan. Neither reporting
person has effected any other transactions in the
Common Stock of the Issuer during the sixty days
before the date of this statement, other than open
market purchases on their behalf by the Issuer's
401(k) plan which had not been reported to the
reporting persons as of the date of this statement.
(d) Except as described in response to Item 2(b), no other
person is known to have the right to receive, or the
power to direct the receipt of, dividends from, or
proceeds from a sale of, shares beneficially owned by
the reporting persons.
(e) The reporting persons have not ceased to be beneficial
owners of more than five percent of the shares of the
Common Stock of the Issuer.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR
RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
The reporting persons have not entered into any material
contracts, arrangements, understandings or relationships (legal
or otherwise) with respect to any securities of the Issuer.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
The following materials are filed as exhibits to this statement:
Exhibit 1: Joint Filing Agreement between Thad R. and
Judith O. Bowers
Page 6 of 8 Pages
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SIGNATURES
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.
Date: May 24, 2000 /s/ Thad R. Bowers
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Thad R. Bowers
Date: May 24, 2000 /s/ Judith O. Bowers
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Judith O. Bowers
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Exhibit 1
AGREEMENT RELATING TO FILING OF
JOINT ACQUISITION STATEMENT
PURSUANT TO RULE 13d-1(f) UNDER THE
SECURITIES EXCHANGE ACT OF 1934, AS AMENDED
Thad R. Bowers and Judith O. Bowers hereby agree that the
statement on Schedule 13D with which this agreement is filed as
an exhibit is filed on behalf of each of them.
Date: May 24, 2000 /s/ Thad R. Bowers
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Thad R. Bowers
Date: May 24, 2000 /s/ Judith O. Bowers
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Judith O. Bowers
