Annual Report of Holding Companies-FR ff

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FR Y-6
OMB Number 7100-0297
Approval elq>tres December 31 2015
Page 1or2
Board of Governors of the Federal Reserve System
, 0
./
Annual Report of Holding Companies-FR
ff@
Report at the close of business as of the end of fiscal year
This Report is required by law: Section 5(c)(1 )(A) of the Bank
Holding Company Act (12 U.S.C. § 1844 (c)(1)(A)). Section 8(a)
of the International Banking Act (12 U.S.C. § 3106(a)); Sections
11(a)(1), 25 and 25A of the Federal Reserve Act (12 U.S.C.
§§ 248(a)(1), 602 , and 611a), Section 211.13(c) of Regulation K
(12 C.F.R. § 211 .13(c)); and Section 225.5(b) of Regulation Y (12
C.F.R. § 225.S(b)) and section 10(c)(2)(H) of the Home Owners'
Loan Act. Return to the appropriate Federal Reserve Bank the
original and the number of copies specified.
This report form is to be filed by all top-tier bank holding compa­
nies and top-tier savings and loan holding companies organized
under U.S. law, and by any foreign banking organiza!Jon that
does not meet the requirements of and 1s not treated as a qualify­
ing foreign banking organization under Section 211 .23 of
Regulation K (12 C.F.R. § 211.23). (See page one of the general
1nstruct1ons for more detail of who must file.) The Federal
Reserve may not conduct or sponsor. and an organ1zat1on (or a
person) is not required to respond to, an information collection
unless 1t displays a currently valid OMB control number.
Date of Report (top-tier holding company's fiscal year-end)·
NOTE. The Annual Report of Holding Companies must be signed
by one director of the top-tier holding company. This individual
should also be a senior official of the top-tier holding company. In
the event that the top-tier holding company does not have an
1nd1v1dual who 1s a senior official and is also a director, the chair­
man of the board must sign the report.
Month I Day I Year
1. Gary L. Tice
TGR Financial, Inc.
Name of the Holding Company Director and Official
December 31 , 2013
Reporter's Name, Street, and Mailing Address
Legal Tiiie of Holding Company
Chairman & CEO
3560 Kraft Road
Tiiie of the Holding Company Director and Official
(Ma1hng Address of the Holding Company) Street I P 0 Box
attest that the Annual Report of Holding Companies (including
the supporting attachments) for this report date has been pre­
pared 1n conformance with the instructions issued by the Federal
Reserve System and are true and correct to the best of my
knowledge and belief.
With respect to information regarding individuals contained in this
report, the Reporter certifies that it has the authonty to provide this
information to the Federal Reserve. The Reporter also certifies
that 11 has the authonty, on behalf of each individual, to consent or
object to public release of information regarding that individual.
The Federal Reserve may assume. in the absence of a request for
confidential treatment submitted in accordance with the Board's
"Rules Regarding Availability of Information," 12 CF.R. Part 261.
that t e Reporter ~ ind1v1dual consent to public release of all
deta · in the report co'!.:Jfin~I.
gnature of Ho in
C~D1rector and Official
Na~es
FL
34105
City
State
Zip Code
PhyS1cal location (If different from ma1hng address)
Person to whom questions about this report should be directed
Philip Nemni
SVP & Treasurer
Name
nue
239-325-5657
Area Code I Phone Number I Extension
239-325-5691
Area Code I FAX Number
ph1hpnemni@fnbofgc.com
E-mail Address
Address (URL) for the Holding Company's web page
3/3J/zo1J__
Date of Signature
'
For holding companies D.QJ. registered with the SECIndicate status of Annual Report to Shareholders.
D
1s included with the FR Y-6 report
IX] will be sent under separate cover
D is not prepared
Does the reporter request confidential treatment for any portion of this
subm1ss1on?
0
Yes Please 1dent1fy the report items to which this request
applies:
O In accordance with the instructions on pages GEN-2
and 3, a letter iustifying the request Is being provided.
For Federal Reserve Bank Use Only
RSSD ID
Cl
'i-3b0) \ 3
O The information for which confidential treatment Is sought
is being submitted separately labeled "Confidential."
~ No
Pubhc reporting burden for lh1s informallon collecuon Is es1lma1ed to vary from 1.3 10 101 hours per response, with an average of 5.25 hours per response. 1ndud1ng ume 10 ga1her and
main1a1n da1a In 1he required form and 10 relliew 1ns1ruct1ons and complete 1he 111forma1J0n colleCIJon. Send commen1s regarding 1h1s burden esuma1e or any o1her aspeCI of lh1s coll&C11on of
informallOn. 1ndud1ng suggesuons for reducing this burden 10 Secretary, Board of Governors of lhe Federal Reserve Syslem 20th and C Streets NW W3sh1ng1on. DC 20551 , and 10 the
Office of Management and Budge1. Paperwor1< Reduction Pro1eC1 (7100..0297). W3sh1ng1on, DC 20503.
1212012
FORM FR Y-6 Item 2a TGR FINANCIAL, INC. NAPLES, FLORIDA FISCAL YEAR ENDING DECEMBER 31, 2013 TGR Financial, Inc. Naples, Florida
I
U.S.A. State of Incorporation: Florida 100%
First National Bank of the Gulf Coast Naples, Florida Incorporated: USA TGR FINANCIAi., INC.
NAPLES. FLORIDA
FISCAL YEAR ENDING DECEMBER 3 1, 2013
FORM FRY-6
Item 2b
Data
Effective
Branch Service
Aalon
Date
Type
Change
Non·branch
10/26/2010 (Hoad Offico)
Branch
ID_RSSD'
Popular Name
Street Address
Oty
State Zip Code
Countv
Countrv
3560 KRAFT ROAD
NAPLES
Fl
34105
COLLIER UNITED STATES
Full Service
3732290 MARCO BRANCH
690 SALO EAGLE DRIVE
MARCO ISIAND
Fl
34145
COLLIER UNITED STATES
OK
Full Service
3977523 ANCHOR ROOE BRANCH
8JJ ANCHOR ROOE DRIVE
NAPLES
fl
34103
COWER UNITED STATES
OK
Full Service
Full Service
Office Number•
FIRST NATIONAL BANK OF
3591282 THE GULF COAST
OK
OK
FDIC UNINUM'
4421733 CREEKSIDE BRANCH
4457527 PINE RIDGE BRANCH
1280 CREEKSIDE STREET, UNIT 104
3580 PINE RIDGE ROAD
NAPLES
NAPIES
Fl
Fl
34108
34109
COLLIER UNITED STATES
COWER UNITED STATES
FIRST NATIONAL BANK OF
0 THE GULF COAST
455602
Not Required
Not Required
510625
Not Required
Not Required
Head Office
FIRST NATIONAL BANK OF
THE GULF COAST
FIRST NATIONAL BANK OF
3 THE GULF COAST
Head Office
ID_RSSD'
Comments
Adm1n1str.at1ve offices
only No depoS1ts
35912B2 accepted.
3591282
3591282
Not Required
FIRST NATIONAL BANK OF
THE GULF COAST
35912B2
Not Required
FIRST NATIONAL BANK OF
THE GULF COAST
3591282
FORM FR Y-6 TGR FINANCIAL, INC. NAPLES, FLORIDA FISCAL YEAR ENDING DECEMBER 31, 2013 Item 3
Report Item 3: Securities Holders
{l)(a)(b)(c) and 2(a)(b)(c)
Current securities holders with ownership, control or holdings of 5% or more
Securities holders not listed in 3(1)(a) through 3(1)(c) that had ownership, control or
with power to vote as of fiscal year ending 12-31-2013
holdings of 5% or more with power to vote during the fiscal year ending 12-31-2013
(1)(,)
(l)(b)
(l)(c)
1211,1
(2)(b)
(2)(c)
Name,
Country of Citzenship
Number and Percentage
Name,
Country of Citizenship
Number and Percentage
City, State, Country
or Incorporation
Each Class of Voting
City, State, Country
or Incorporation
Securities
John Rodgers, LP.
U.S.A
1,326,625
9.26%
U.S.A.
1,326,625
9.26%
U.S.A.
1,494,943
10.43%
U.S.A
1,431,734
9.99%
c/o Constitution Capital
Partners, LLC
Andover, MA, USA
Endicott Group
New York, NY, USA
GMT Capital Group
Atlanta, GA, USA
Ughtyear Group
New York, NY, USA
Each Class of Voting
Securities
N/A
FORM FR Y-6
TGR FINANCIAL, INC.
NAPLES, FLORIDA
FISCAL YEAR ENDING DECEMBER 31, 2013
ltem4
Report Item 4: Insiders
(1)(2)(3)(a)(b)(c) and 4(a)(b)(c)
"'
Name,
"'
Prmc1pal
~other
City, State,
O<<Upat1on
(ountr;
than wrth Bank
{3){al
(3Jlbl
(3)(c)
(4)(a)
(4)(b)
(4)(c)
Tl!le & Posrtion
Title & Posmon wrth
Tiiie & Po,it1on with
Percentage of
Percentage of
List names of other
with B<ink
Subsidiaries
Other Bus.ne<;e;
Voting Shares 1n
Voting Shares 1n
companie> (include;
Holding Company
(include name of
(include names of
Bank Holding
Subsid1ane>
panner>h1ps) if 25%
subsid1ories)
other busine5'es)
Company
(1ndudenames
Of
of subsidiaries)
securiti<'" are held
Holding Company
more of voting
ll•<t names of
compan1<.sand
percentage of
votmg secum1es
held)
Thoma> G. Brewer
Retail & Wholesale
Edmond, OK, USA
Carpet Business Owner
Director
N/A
Founder & Owner
0.55%
N/A
The Brewer Flooring Group
Brewer Carpet & Design Center, Inc. 65%
Mega Properties, Inc 7S%
Stone Mountain of Oklahoma City, LLC 67.5%
ToBor, LLC
75.30%
Floors Now, LLC
51 22%
Westh1ll Properties, LLC Sl.22%
TRS Investments 75%
ProSource of Oklahoma City, Inc. 33.33%
ProSource of Oklahoma City Properties 33.34%
CGT Wholesale Flooring, LLC 33.34%
Brewer Carpet One of Sarasota, LLC 51.20%
Short's Brewer Carpet One, LLC S6.2S%
ToJo, Inc
75%
Jokama Wholesale Flooring, LLC 33%
B&B Florida floormg, LLC 25.6%
Adam D. Compton
Head
Atlanta, GA, USA
GMT Capital Corporation
Robert M. Feerick
chairman
Naples, Fl, USA
Horizon Partners, ltd
Director
Director
First National Bank of the Gulf Coa>t
Director
N/A
Board Member
10.43%
N/A
N/A
o.S4%
N/A
Horizon Partners, Ltd 100%
N/A
AllCO. Inc of Florida
Director:
Karl's Event Services
Groeb Farms, Inc.
Climax Portable Machme Tools, loo
Xymox Technologies, Inc.
John J. Guinee
Managing Partner
Andover, MA, USA
Constitution Capital Partners, llC
Michael J. Kerschner
Retired
Tiffin, OH, USA
Director
N/A
N/A
9.26%
N/A
Director
Director
Committee Member:
0.55%
N/A
First National Bank of the Gulf Coa>t
St. Mary's Church
G'1llmor Financial Services, Inc
K·S Realty
50%
MJK Enterprises, LLC 100%
71%
Item 4
Report Item 4: Insiders
(1)(2)(3)(a)lb)(c) and 4(a)(b)(c)
'"
Name,
'"
City, State
occupa11on tf other
Country
than wrth Bank
Pnnc1p•I
(3)(•1
(3)1b)
(3)(c)
(4)(a)
(4)(b)
(4)(c)
Trtle & Position
T11le & Pos1t1on wrth
Tttle & Pos.t1on with
Percentage ol
Percent•ge of
List names of other
with Bank
Subsidiafles
Other Busme,,es
Voting Shares 1n
Voting Shares in
compan1e5 (1ndudes
Holding Company
l•nclude name ol
[include names of
Bank Holding
Subs1d1aries
partnerships) 11 25%
sub>1d1aries)
other buS1nesses)
Company
{include names
or more ol voting
Holding Company
ofsubsid1arie<)
securities.,. held
!List names of
companies and
percentage of
'ohng securities
held)
Bradford B. Kopp
Self Employed Consultant
Delray Beach, FL, USA
Senior Advisor to l1ghtyear Capital, LL(
Dianne Gillmor Krumsee
Chairman & Owner
Powell, OH, USA
Gillmor Financial Services
JamesS. L'indsay
Realtor
Director
Director
N/A
9.99%
N/A
N/A
Chairman, The Old Fort Banking Company
2.23%
N/A
Gillmor Financial Services 36.55%
Self-Emplo';ed
0.77%
N/A
Dor-J's LLC 26%
Sole Proprietor: Edward J Mace Certified Public Accountant
116%
N/A
Edward J Mace, CPA 100%
Board Member:
3.33%
N/A
First National Bank of the Gulf Coast
Director
N/A
Trustee, The Paul M & Lucy J Gillmor Charitable Foundation
Director
O'irector
First National Bank of the Gulf Coast
Naples, FL, USA
Edward J_ Mace
Ch1efOperat1ng Officer
Naples, FL, USA
Ribek Corporation
Judy R. Miller
VP & Co-Owner
Fostoria, OH, USA
Rappe Holding Company
Director
Director
First National Bank of the Gulf Coast
Director
N/A
Fostoria Focus/Findlay Now 51%
Greater Fostoria Community Foundation
J.R. Miller Management. Ltd. 100%
Ritz Theatre Board
J.R. Miller Investments, Ltd. 100%
Ohio State Republican Central Committee
Hancock County Blanchard Valley Port Authority
Robert T. Reichert
Chief Adm1n1strat1ve Officer
SEVP&
SEVP &
Windermere, Fl, USA
First National Bank of the Gulf Coast
Chief Adm1n
Chief Admin1strat1ve Officer
Officer
First National Bank of the Gulf Coast
Garrett S Richter
President
Director &
Director &
Naples, FL, USA
First Nat'1onal Bank of the Gulf Coast
President
Pres'1dent
O.S6%
N/A
N/A
Florida State Senator, District 21
1.09%
N/A
N/A
Director
1.77%
N/A
First National Bank of the Gulf Coast
ProSource of Oklahoma City 33%
Gary L. Tice
Chief Executive Officer
Chairman &
Chairman &
Naples, FL, USA
First National Bank of the Gulf Coast
Chief Executive
Ch 1ef Executive Officer
Federal Re>erve Bank of Atlanta
ProSource Properties of Oklahoma City 33%
Officer
First National Bank of the Gulf Coast
The Greater Naples Chamber of Commerce
Roy Tice Enterprises 100%
Jokama Wholesale Flooring 33%
CGT Wholesale Flooring 33%
Rob Usdan
Principal & Co-Founder
New York, NY, USA
The Endicott Group
Director
N/A
N/A
9 26%
N/A
N/A
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