1 |
NAMES
OF REPORTING PERSONS
| ||||
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
| |||||
Crites Patricia A | |||||
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
| (a) | o | ||
(b) | o | ||||
3 |
SEC
USE ONLY
| ||||
4 |
SOURCE
OF FUNDS
| ||||
PF
OO | |||||
5 |
CHECK
BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(e)
or 2(f)
| o | |||
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
| ||||
United States | |||||
NUMBER
OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
| 7 |
SOLE
VOTING POWER
| |||
0 | |||||
8 |
SHARED
VOTING POWER
| ||||
378,860 | |||||
9 |
SOLE
DISPOSITIVE POWER
| ||||
0 | |||||
10 |
SHARED
DISPOSITIVE POWER
| ||||
220,620 | |||||
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
| ||||
378,860 | |||||
12 |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES
| x | |||
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
| ||||
5.08%
| |||||
14 |
TYPE
OF REPORTING PERSON
| ||||
IN | |||||
Item 1. | Security and Issuer |
Item 1 is amended to read as follows:
This Amendment No. 18 to Schedule 13D is being filed by Patricia A. Crites to amend the Schedule 13D filed on January 10, 2012, as previously amended by Amendments Nos. 1-17 to Schedule 13D, inclusive, as furthered described in prior filings with the Securities Exchange Commission(together, the "Schedule 13D"),relating to the common stock, par value $2.50 per share, of Summit Financial Group, Inc., a West Virginia corporation to reflect as of March 2, 2014, Mr. and Mrs. Crites were no longer deemed to have beneficial ownership of 250,000 shares of Common Stock as they did not exercise, in whole or in part, their right to convert their Series 2011 Preferred Stock into shares of Common Stock. This Amendment No. 18 also discloses that Mrs. Crites shares voting and dispositive power over 124,320 shares individually owned as a result of distribution made to Patricia A. Crites by the Patricia A. Crites 2010 Grantor Retained Annuity Trust on February 5, 2014. The class of equity securities to which this Statement relates is the Common Stock, par value $2.50 per share (the "Shares" or the "Common Stock"), of Summit Financial Group, Inc., a West Virginia corporation ("Summit"), whose principal offices are at 300 North Main Street, Moorefield, WV 26836. |
Item 2. | Identity and Background |
(a) | No Change |
(b) | No Change |
(c) | No Change |
(d) | No Change |
(e) | No Change |
(f) | No Change |
Item 3. |
Source
and Amount of Funds or Other Consideration
|
No Change |
Item 4. |
Purpose
of Transaction
|
Item 4 is amended to read as follows:
On October 31, 2011 Mrs. and Mr. Crites purchased 2,000 shares of Summit Financial Group, Inc. 8% Non-Cumulative Convertible Preferred Stock, Series 2011. Under the terms of the Series 2011 Preferred Stock, Mrs. and Mr. Crites have the right to convert the Series 2011 Preferred Stock on any dividend payment date, at their option, into shares of Common Stock based on a conversion rate determined by dividing $500 by $4.00. The dividend payment dates are March 1, June 1, September 1 and December 1 of each year (each "Dividend Payment Date”). Accordingly, as of Mardh 2, 2014, Mrs. and Mr. Crites were no longer deemed to have beneficial ownership of 250,000 shares of Common Stock. |
(a) | No Change |
(b) | No Change |
(c) | No Change |
(d) | No Change |
(e) | No Change |
(f) | No Change |
(g) | No Change |
(h) | No Change |
(i) | No Change |
(j) | No Change |
Item 5. |
Interest
in Securities of the Issuer
|
(a) | Item 5(a) is amended to read as follows:
Mrs. Crites beneficially owns an aggregate of 378,860 Shares or 5.08% of Summit Common Stock. |
(b) | Item 5(b) is amended to read as follows:
Mrs. Crites has sole voting and dispositive power over none of the shares. She shares voting and dispositive power over 220,620 of the Shares with her husband, John Crites, which includes 69,000 shares held in six subtrusts created for the benefit of the Crites grandchildren for which Mrs. and Mr. Crites act as co-trustees as described in Item 6 below, and 27,300 shares individually owned by Mr. Crites. Mrs. Crites disclaims and does not report beneficial ownership over 169,956 Shares over which Mr. Crites exercises sole voting and dispositive power, which includes 71,059 shares owned by The Patricia A. Crites 2010 Grantor Retained Annuity Trust, for which he is trustee and 98,897 shares of common stock owned by the Patricia A. Crites 2012 Grantor Retained Annuity Trust. |
(c) | No Change |
Transaction Date | Shares or Unites Purchased (Sold) | Price Per Share or Unit |
(d) | Mrs. Crites’ spouse,in his capacity as co-trustee of six of the eight subtrusts described in Item 6 below, has the power to direct the receipt of dividends from, or the right to receive the proceeds from the sale of 69,000 of the Shares. The trustee of two of the subtrusts described in Item 6, below has the power to direct the receipt of dividends from, or the right to receive the proceeds from the sale of 158,240 of the Shares. |
(e) | Not Applicable. |
Item 6. |
Contracts,
Arrangements, Understandings or Relationships with Respect to Securities
of the Issuer
|
On March 30, 2009, Summit Financial Group, Inc. issued subordinated debt in the amount of $5,000,000 to Allegheny Wood Products, Inc. Under the terms of the subordinated debt, Summit will pay the principal sum of $5,000,000 to Allegheny on March 31, 2019. Summit will pay interest on the subordinated debt at a rate of 10% per annum. The subordinated debt may be redeemed at Summit’s option on any interest payment date on or after April 1, 2014.
Mr. Crites and his spouse transferred a total of 227,240 shares to eight subtrusts created to support the future health, maintenance, and education of their grandchildren. Mr. Crites and his spouse are co-trustees for six of the eight subtrusts and have also retained the power to vote the shares of all Summit stock owned by the eight subtrusts, including the two subtrusts for which they are not acting as co-trustees. On October 13, 2010 Mr. Crites and his spouse transferred a total of 282,276 shares to The Patricia A. Crites 2010 Grantor Retained Annuity Trust for which Mr. Crites is the trustee. On October 31, 2011 Mr. and Mrs. Crites purchased 2,000 shares of Summit Financial Group, Inc. 8% Non-Cumulative Convertible Preferred Stock, Series 2011. The Series 2011 Preferred Stock does not have voting rights. Under the terms of the Series 2011 Preferred Stock, Mr. and Mrs. Crites have the right to convert the Series 2011 Preferred Stock on any dividend payment date, at their option, into shares of Common Stock based on a conversion rate determined by dividing $500 by $4.00. The dividend payment dates are March 1, June 1, September 1 and December 1 of each year (each "Dividend Payment Date"). Mr. and Mrs. Crites will be deemed to have beneficial ownership of 250,000 shares of Summit Common Stock on the date that is sixty days prior to each Dividend Payment Date. On or after June 1, 2014, the Company may at its option on any dividend payment date, convert some or all of the Series 2011 Preferred Stock into shares of Summit Common Stock at the then applicable conversion rate. Summit may exercise this conversion right if, for 20 trading days during the 30 consecutive trading dates immediately proceeding the date they give notice of conversion, the closing price of the Common Stock exceeds 135% of the greater of (i) $4.00 or (ii) the consolidated closing bid price of its Common Stock as quoted on the NASDAQ Capital Market immediately preceding the closing of the offering. Accordingly, on or after June 1, 2014, the Company may convert some or all of Mr. and Mrs. Crites shares into a maximum of 250,000 shares of Summit Common Stock. On January 24, 2012, the Patricia A. Crites 2010 Grantor Retained Annuity Trust distributed 99,951 shares of Summit common stock to Patricia A. Crites. On January 31, 2012, Mrs. Crites transferred these shares to the Patricia A. Crites 2012 Grantor Retained Annuity Trust, for which John W. Crites acts as trustee. On January 31, 2012, John W. Crites and Patricia A. Crites also transferred 12,000 shares of Summit common stock jointly owned by them to the Patricia A. Crites 2012 Grantor Retained Annuity Trust. On June 18, 2013, The Patricia A. Crites 2010 Grantor Retained Annuity Trust distributed 63,732 shares of Summit common stock to Patricia A. Crites. On June 18, 2013, The Patricia A. Crites 2012 Grantor Retained Annuity Trust distributed 13,054 shares of Summit common stock to Patricia A. Crites. On February 5, 2014, The Patricia A. Crites 2010 Grantor Retained Annuity Trust distributed 47,534 shares of Summit common stock to Patricia A. Crites. |
Item 7. |
Material
to Be Filed as Exhibits
|
None |
Summit Financial Group | |||
March 07, 2014 | By: |
/s/
Teresa D. Ely | |
Lmtd POA Attorney-In Fact | |||