for use by tiered holding companies...dec 31, 2018 · accrued expenses payable 4,990. 1,470 net...
TRANSCRIPT
FR Y-6Page 2 of 2
For Use By Tiered Holding Companies
Top-tiered holding companies must list the names, mailing address, and physical locations of each of their subsidiary holding companies below.
Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street / P.O. Box
City State Zip Code
Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street / P.O. Box
City State Zip Code
Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street / P.O. Box
City State Zip Code
Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street / P.O. Box
City State Zip Code
Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street / P.O. Box
City State Zip Code
Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street / P.O. Box
City State Zip Code
Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street / P.O. Box
City State Zip Code
Physical Location (if different from mailing address)
Legal Title of Subsidiary Holding Company
(Mailing Address of the Subsidiary Holding Company) Street / P.O. Box
City State Zip Code
Physical Location (if different from mailing address)
12/2012
Texas Country Bancshares, Inc. Brady, Texas
December 31, 2018 and 2017
To Board of Directors Texas Country Bancshares, Inc. Brady, Texas
Management is responsible for the accompanying financial statements of Texas Country Bancshares, Inc. (an S corporation), which comprise the balance sheets as of December 31, 2018 and 2017, and the related statements of income, changes in stockholders’ equity and cash flows for the year then ended, and the related notes to the financial statements in accordance with accounting principles generally accepted in the United States of America. We have performed a compilation engagement in accordance with Statements on Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the AICPA. We did not audit or review the financial statements, nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, a conclusion, nor provide any form of assurance on these financial statements.
Moseley & Riddle, Inc. Plainview, Texas January 11, 2019
Texas Country Bancshares, Inc.Balance SheetsDecember 31, 2018 and 2017
Assets 2018 2017Current assets
Cash in bank $ 722,811 $ 645,697 Interest receivable 878 772
Total current assets 723,689 646,469Other assets
Investment in subsidiaries not consolidated, Brady National Bank 9,995,166 10,103,305FNB of Ballinger 17,628,243 16,489,727Equity interest in trust preferred securities 229,000 236,000 Total investment in subsidiaries 27,852,409 26,829,032
Equipment, net of accumulated depreciation 80,043 61,096Notes rec, net of $47,529 & $47,529 reserve for bad debts 540,422 635,409
Total other assets 28,472,874 27,525,537
Total assets $ 29,196,563 $ 28,172,006
Liabilities and Stockholders' EquityCurrent liabilities
Accrued interest payable $ 15,347 $ 11,661Accrued expenses payable 27,585 26,281
Total current liabilities 42,932 37,942Long-term liabilities
Guaranteed preferred beneficial interest in subordinated debt 7,609,000 7,859,000 Total long-term liabilities 7,609,000 7,859,000 Total liabilities 7,651,932 7,896,942
Stockholders' equityCommon stock, 1,000,000 shares authorized @ $2 par value
116,236 & 116,236 shares issued and outstanding 232,472 232,472Paid in capital in excess of par 4,100,207 4,100,207Retained earnings 19,060,685 16,849,561Accumulated other comprehensive income (1,817,278) (891,221)
Treasury stock, 200 & 100 shares @ cost (31,455) (15,955)Total stockholders' equity 21,544,631 20,275,064
Total liabilities and stockholders' equity $ 29,196,563 $ 28,172,006
See accompanying notes and accountants'report.1
Texas Country Bancshares, Inc.
Statements of Income
Years Ended December 31, 2018 and 2017
Income 2018 2017
Earnings (loss) of subsidiaries not consolidatedBrady National Bank $ 1,193,605 $ 978,185FNB of Ballinger 2,762,828 1,851,222Equity interest in trust preferred securities 9,117 6,977 Total earnings of subsidiaries 3,965,550 2,836,384
Interest earned on notes receivable 24,999 36,256Gain on sale of assets 31,174 -Other income 18,700 -
Total income 4,040,423 2,872,640Expenses
Interest 306,973 234,909Advertising 15,800 13,552Taxes, licenses, & fees 23,799 22,766Depreciation 24,000 22,414Management fees, officers 478,114 470,390Employee benefits 81,372 28,353Key man life insurance premiums 12,565 7,305Occupancy expense 40,310 33,931Other operating expenses 19,503 25,833
Travel & entertainment 24,290 27,643Professional 77,569 84,623
Total expenses 1,104,295 971,719
Net income $ 2,936,128 $ 1,900,921
See accompanying notes and accountants'report.2
Texas Country Bancshares, Inc.Statements of Cash FlowsYears Ended December 31, 2018 and 2017
Cash flows from operating activities2018 2017
Net income $ 2,936,128 $ 1,900,921Noncash items included in income Earnings of nonconsolidated subsidiaries (3,956,433) (2,829,407) Depreciation 24,000 22,414 Gain on sale of assets (31,174) - Increase decrease in:
Interest receivable (106) 589Accrued expenses payable 4,990 1,470
Net cash provided (used) by operation activities (1,022,595) (904,013) Cash flows from investing activities
Purchase of equipment (66,774) (30,200)Proceeds from sale of assets 55,000 -Collection of notes receivable 94,987 111,507Net cash provided (used) by investing activities 83,213 81,307
Cash flows from financing activitiesPayments on long term debt (250,000) -Repurchase of trust preferred equity interest 7,000 -Sale of common stock - 180,412Change in treasury stock (15,500) -Distributions to shareholders (725,004) (709,997)Dividends from subsidiaries 2,000,000 1,585,000Net cash provided (used) by financing activities 1,016,496 1,055,415
Net increase (decrease) in cash and cash equivalents 77,114 232,709Cash and cash equivalents at beginning of year 645,697 412,988Cash and cash equivalents at end of year $ 722,811 $ 645,697
Cash paid during the year for: Interest $ 306,867 $ 232,330Noncash investing activities Net unrealized gain (loss) in marketable securities (926,057) 510,513
See accompanying notes and accountants'report.3
Texas Country Bancshares, Inc.Statement of Changes in Stockholders' EquityYears Ended December 31, 2018 and 2017
AccumulatedPaid In Capital Other
Common In Excess Retained Comprehensive Treasury Stock Treasury StockShares Stock Of PAR Earnings Income Shares Purchased Total
Balances at 12-31-16 115,017 $ 230,034 $ 3,922,233 $ 15,658,637 $ (1,401,734) 100 $ (15,955) $ 18,393,215
Sale of common stock 1,219 2,438 177,974 - - - - 180,412
Net income, 12-31-17 - - - 1,900,921 - - - 1,900,921
Other comprehensive income Change in unrealized gain (loss) on available for sale securities - - - - 510,513 - - 510,513
Distributions to shareholders - - - (709,997) - - - (709,997)
Balances at 12-31-17 116,236 $ 232,472 $ 4,100,207 $ 16,849,561 $ (891,221) 100 $ (15,955) $ 20,275,064
Sale of common stock - - - - - 100 (15,500) (15,500)
Net income, 12-31-18 - - - 2,936,128 - - - 2,936,128
Other comprehensive income Change in unrealized gain (loss) on available for sale securities - - - - (926,057) - - (926,057)
Distributions to shareholders - - - (725,004) - - - (725,004)
Balances at 12-31-18 116,236 $ 232,472 $ 4,100,207 $ 19,060,685 $ (1,817,278) 200 $ (31,455) $ 21,544,631
See accompanying notes and accountants' report.4
Texas Country Bancshares, Inc. Brady, Texas Notes to the Financial Statements December 31, 2018 and 2017
5
NOTE A – SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
1. Nature of Operations Texas Country Bancshares, Inc. was chartered on December 4, 1981 and commenced business with the purchase of Brady National Bank, Brady, Texas. The Company acquired First National Bank, Ballinger, Texas on January 10, 1997. The Company owns a 100% interest in the financial institutions. The investments in the subsidiaries are recorded on the Company’s books, using the equity method of accounting. The Company records its income and expenses on the accrual method of accounting.
2. Investment in Subsidiary
The financial statements presented do not reflect the consolidation of Brady National Bank or First National Bank of Ballinger, wholly owned subsidiaries of the Company. The investment in the subsidiaries are accounted for under the equity method for the purpose of these financial statements.
3. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
4. Cash Equivalents For purposes of the statement of cash flows, cash equivalents include time deposits, certificates of deposit, and all highly liquid debt instruments with original maturities of three months or less.
5. Equipment Equipment is carried at cost less accumulated depreciation, computed on the straight-line method over the estimated useful lives of the assets. Gains or losses on dispositions are credited or charged to income. Maintenance, repairs and minor improvements are charged to expense as incurred.
6. Loans Loans are stated at the principal amount outstanding less unearned income and the allowance for loan losses. Unearned income on installment loans is recognized as income over terms which approximate the interest method. Interest on other loans is calculated by using the simple interest method on the daily balance of the principal amount outstanding. The accrual of interest on a loan is discontinued when, in the opinion of management, there is doubt about the ability of the borrower to pay interest or principal. All interest accrued but not collected for loans that are placed on nonaccrual or charged off is reversed against interest income. The interest on these loans is accounted for on the cash-basis or cost-recovery method, until qualifying for return to accrual status. Loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are reasonably assured. Past due status is based on contractual terms of the loan.
Texas Country Bancshares, Inc. Brady, Texas Notes to the Financial Statements December 31, 2018 and 2017
6
7. Allowance for Loan Losses
The allowance for loan losses is comprised of amounts charged against income in the form of the provision for loan losses, less charged-off loans, net of recoveries. Loans are charged against the allowance for loan losses when management believes that collection of the principal is unlikely. Subsequent recoveries, if any, are credited to the allowance for loan losses.
8. Income Taxes The Company elected to be taxed as an ‘S’ Corporation effective for the year ended December 31, 2002. Thus, taxable income and expenses are passed through to the shareholders. The Company is not liable for income taxes since the shareholders will pay income taxes on their respective portion of taxable income.
NOTE B – INVESTMENT IN SUBSIDIARIES
1. Bank Subsidiaries The Company’s investment in banking subsidiaries is increased by earnings and decreased by dividends of the bank subsidiaries during the period.
A schedule of transactions is presented below:
Brady National Bank
First National Bank
Beginning Balance, January 1, 2017 9,319,802$ 15,518,311$ Earnings of subsidiaries for 2017 978,185 1,851,222 Dividends of subsidiaries for 2017 (585,000) (1,000,000) Accumulated other comprehensive income 390,318 120,194 Ending Balance, December 31, 2017 10,103,305 16,489,727 Earnings of subsidiaries for 2018 1,193,605 2,762,828 Dividends of subsidiaries for 2018 (700,000) (1,300,000) Accumulated other comprehensive income (601,744) (324,312) Ending Balance, December 31, 2018 9,995,166$ 17,628,243$ The subsidiaries record their available for sale investment securities at market. The loss, or gain, is charged or credited to stockholders’ equity, net of income taxes on the Company’s books. Such gains and losses are reflected as accumulated other comprehensive income. Summarized unaudited financial information of Brady National Bank and First National Bank for the years ended December 31, 2018 and 2017 are as follows:
Texas Country Bancshares, Inc. Brady, Texas Notes to the Financial Statements December 31, 2018 and 2017
7
2018 2017 2018 2017Assets 121,576,093$ 118,501,086$ 180,193,570$ 161,327,992$
Liabilities 111,553,939$ 108,370,793$ 162,565,327$ 144,838,265$ Stockholders' Equity 10,022,154 10,130,293 17,628,243 16,489,727 Liabilities and Stockholders' Equity 121,576,093$ 118,501,086$ 180,193,570$ 161,327,992$
Brady National Bank First National Bank
2. Non-Bank Subsidiaries The Company’s equity interest in trust preferred securities represents Texas Country Bancshares, Inc. 100% interest in Texas Country Statutory Trust II, which is a non-bank subsidiary. The Trust was activated on September 15, 2005, when the Trust issued 30-year subordinated debentures of $3,500,000 payable to Wilmington Trust Company of Delaware, National Association, due on September 15, 2035, unless an event of default occurs. Texas Country Bancshares, Inc. capitalized the above trust with an investment of $109,000 of capital securities. The trust paid Texas Country Bancshares, Inc. $3,609,000 ($109,000 plus $3,500,000) which represented on the Company’s balance sheet in long-term liabilities as “Guaranteed preferred beneficial interest in Company’s subordinated debt.” The Company made principal reductions of $250,000 in 2018 and $0 in 2017, and recovered $7,000 in 2018 and $0 in 2017 for refund of capital securities. The balances at December 31, 2018 were $29,000 for capital securities and $959,000 for debt owed. The trust receives interest from the Company on $959,000 and pays interest on the subordinated debentures of $930,000, plus pays Texas Country Bancshares, Inc. interest on the $29,000 capital securities. The Company pays and receives interest at the same interest rate calculated on the subordinated debentures. The Company’s investment in equity interest in trust preferred securities represents Texas Country Bancshares, Inc. 100% interest in Texas Country Statutory Trust III, which is a non-bank subsidiary. The Trust was activated on July 28, 2006, when the Trust issued 30 year subordinated debentures of $6,450,000 payable to Wilmington Trust Company of Delaware, National Association, due on September 15, 2036, unless an event of default occurs. Texas Country Bancshares, Inc. capitalized the above Trust with an investment of $200,000 of capital securities. The trust paid Texas Country Bancshares, Inc. $6,650,000 ($200,000 plus $6,450,000) which is represented on the Company’s balance sheet in long-term liabilities as “Guaranteed preferred beneficial interest in Company’s subordinated debt.”
Texas Country Bancshares, Inc. Brady, Texas Notes to the Financial Statements December 31, 2018 and 2017
8
The Trust receives interest from the Company on $6,650,000, and pays interest on the subordinated debentures of $6,450,000, plus pays Texas Country Bancshares, Inc. interest on the $200,000 capital securities. The Company pays and receives interest at the same interest rate calculated on the subordinated debentures. Summarized unaudited financial information of Texas Country Statutory Trust II and III, is as follows:
2018 2017 2018 2017Assets 959,000$ 1,209,000$ 6,650,000$ 6,650,000$
Liabilities 930,000$ 1,173,000$ 6,450,000$ 6,450,000$ Capital Securities 29,000 36,000 200,000 200,000
959,000$ 1,209,000$ 6,650,000$ 6,650,000$
Net Income 1,266$ 1,064$ 7,851$ 5,912$
Trust II Trust III
NOTE C – EQUIPMENT
Major categories of equipment as of December 31, 2018 and 2017, are summarized as follows:
2018 2017Automobiles 98,342$ 72,413$ Less accumulated depreciation (18,299) (11,317)
80,043$ 61,096$ Depreciation expense amounted to $24,000 and $22,414 for the years ended December 31, 2018 and 2017, respectively. All depreciation expense was charged to operations.
NOTE D – DEBT
The Company maintains a revolving line of credit for $3,000,000 that is used to fund short term working capital needs of the holding company. The loan originated on September 2, 2018 with an interest rate of WSJP variable and is scheduled to mature on September 2, 2020. The note is secured by the capital stock of the bank subsidiaries. There was no outstanding balance on the line of credit at December 31, 2018. The Company’s “guaranteed preferred beneficial interest in company’s subordinated debt” of $959,000 represents the issuance of subordinated debentures by Texas Country Statutory Trust II, as explained in Note B. The debentures bear interest at 3 month LIBOR
Texas Country Bancshares, Inc. Brady, Texas Notes to the Financial Statements December 31, 2018 and 2017
9
rate index + 1.75%, not to exceed 12.5%. The initial rate was 6.136%, and debentures mature September 15, 2035. The current rate is 4.5382%. The Company’s “guaranteed preferred beneficial interest in company’s subordinated debt” of $6,650,000 represents the issuance of subordinated debentures by Texas Country Statutory Trust III, as explained in Note B. The debentures bear interest at 3 month LIBOR rate index + 1.75. The initial rate was 7.3443%, and debentures mature September 15, 2036. The current rate is 4.5382%. A schedule of maturities of long term debt is presented below:
Year2035 959,000$ 2036 6,650,000
Totals 7,609,000$
NOTE D – STOCK OPTIONS
Stock options have been granted to certain shareholders to purchase 4,700 additional shares of TCB stock at various amounts ranging from $103 to $148 per share. Should all options be exercised, additional capital of $499,100 would be injected.
NOTE E – SUBSEQUENT EVENTS
The Bank has evaluated subsequent events through January 11, 2019, which is the date the financial statements were available to be issued. There were no subsequent events through January 11, 2019, that would have been required to have been recognized in the financial statements if the financial statements would have otherwise been misleading.
Form FR Y-6
Texas Country Bancshares, Inc.
Brady, Texas
Fiscal Year Ending December 31, 2018
Report Item
1: a. Texas Country Bancshares, Inc. is not required to prepare form 10K with the SEC.
1: b. Texas Country Bancshares, Inc. prepares an annual report for their shareholders. Enclosed is a copy of each annual report with
each required copy of the FR Y-6.
2. Organizational Chart
The company has no other investments, directly or indirectly. LEI : N/A
Texas Country Bancshares, Inc.
Parent BHC
Brady, Texas
Incorporated in Texas
100% ownership
Texas Country Statutory
Trust II
Wilmington, Delaware
Incorporated in Delaware
100% ownership
The Brady National
Bank
Brady, Texas
Incorporated in Texas
100% ownership
The First National
Bank of Ballinger
Ballinger, Texas
Incorporated in
Texas
100% ownership
Texas Country Statutory
Trust III
Wilmington, Delware
Incorporated in
Delaware
Results: A list of branches for your depository institution: BRADY NATIONAL BANK, THE (ID_RSSD: 101952).
This depository institution is held by TEXAS COUNTRY BANCSHARES, INC. (1106990) of BRADY, TX.
The data are as of 12/31/2018. Data reflects information that was received and processed through 01/06/2019.
Reconciliation and Verification Steps
1. In the Data Action column of each branch row, enter one or more of the actions specified below
2. If required, enter the date in the Effective Date column
Actions
OK: If the branch information is correct, enter 'OK' in the Data Action column.
Change: If the branch information is incorrect or incomplete, revise the data, enter 'Change' in the Data Action column and the date when this information first became valid in the Effective Date column.
Close: If a branch listed was sold or closed, enter 'Close' in the Data Action column and the sale or closure date in the Effective Date column.
Delete: If a branch listed was never owned by this depository institution, enter 'Delete' in the Data Action column.
Add: If a reportable branch is missing, insert a row, add the branch data, and enter 'Add' in the Data Action column and the opening or acquisition date in the Effective Date column.
If printing this list, you may need to adjust your page setup in MS Excel. Try using landscape orientation, page scaling, and/or legal sized paper.
Submission Procedure
When you are finished, send a saved copy to your FRB contact. See the detailed instructions on this site for more information.
If you are e-mailing this to your FRB contact, put your institution name, city and state in the subject line of the e-mail.
Note:
To satisfy the FR Y-10 reporting requirements, you must also submit FR Y-10 Domestic Branch Schedules for each branch with a Data Action of Change, Close, Delete, or Add.
The FR Y-10 report may be submitted in a hardcopy format or via the FR Y-10 Online application - https://y10online.federalreserve.gov.
* FDIC UNINUM, Office Number, and ID_RSSD columns are for reference only. Verification of these values is not required.
Data Action Effective Date Branch Service Type Branch ID_RSSD* Popular Name Street Address City State Zip Code County Country FDIC UNINUM* Office Number* Head Office Head Office ID_RSSD* Comments
OK Full Service (Head Office) 101952 BRADY NATIONAL BANK, THE 101 SOUTH BLACKBURN BRADY TX 76825-4504 MCCULLOCH UNITED STATES 1984 0 BRADY NATIONAL BANK, THE 101952
OK Full Service (Head Office) 160454 FIRST NATIONAL BANK OF BALLINGER, THE 911 HUTCHINGS AVENUE BALLINGER TX 76821-5509 RUNNELS UNITED STATES 1967 0 FIRST NATIONAL BANK OF BALLINGER, THE 160454
OK Full Service 3272246 BANK OF SAN ANGELO 2635 VALLEY VIEW BLVD SAN ANGELO TX 76904 TOM GREEN UNITED STATES 442329 1 FIRST NATIONAL BANK OF BALLINGER, THE 160454
Form FR Y-6
TEXAS COUNTRY BANCSHARES, INC.
December 31, 2018
Report Item 3: Shareholders
(1)(a) (1)(b) (1)(c)
Current shareholders with ownership, control or holdings of 5% or more with power to vote as of 12-31-18
The Company does not have any shareholders, not listed above, that owned or controlled, or held with power to vote, 5% or more of any class of voting securities of the
Company.
Report Item 3(2) : N/A
(1)(a)
Name & Address
(City, State, Country)
(1)(b)
Country of Citizenship
or incorporation
1(c)
Number and Percentage of Each Class
Voting Securities Number Percentage
Joe Kim King
Joe Kim King Trust – Joe Kim King, trustee
Brady, Texas
U.S.A.
U.S.A.
24,295
9,550
2,600 options
20.94%
8.23%
Common Stock
Frank R. Roddie, Jr.
Brady, Texas
U.S.A. 6,000
5.17%
Common Stock
Diane K. Scovell
Diane King Scovell Trust – Diane King Scovell,
trustee
Dallas, Texas
U.S.A.
U.S.A.
8,665
8,579
7.47%
7.39%
Common Stock
TCB
401(k) ESOP – Joe Kim King, trustee
Brady, Texas
U.S.A. 9,823 8.47%
Form FR Y-6
TEXAS COUNTRY BANCSHARES, INC.
December 31, 2018 Report Item 4: Directors and Officers
(1) (2) (3)(a)(b)(c) and 4(a)(b)(c) (1)
Name & Address
(City, State, Country)
(2)
Principal
Occupation
if other
than with
Bank
Holding
Company
(3)(a)
Title & Position with
Bank Holding Company
(3)(b)
Title & Position with
Subsidiaries (include
names of subsidiaries)*
(3)(c)
Title & Position
with other
businesses
(include names of
other businesses)
(4)(a)
Percentage
of Voting
Shares in
Bank
Holding
Company
(4)(b)
Percentage
of Voting
Shares in
Subsidiaries
(include
names of
subsidiaries)
(4)(c)
List names of other
companies (includes
partnerships) if 25% or
more of voting securities
are held (List names of
companies and percentage
of voting securities held)
Joe Kim King
Brady, Texas
Banker Chairman/Director/CEO Chairman/Director
Chairman/Director
1. King, Stone, &
Scovell, Ltd -
General Manager
2.Kimike
Investments LLC
-Member
3.JKK Ranch
LLC-Co Trustee
29.17% 0% Kimike Investments LLC,
50% Member
JKK Ranch, LLC
Co-Owner
Eugene A. Kasberg, Jr.
San Angelo, TX
Investments Director N/A
Director
South Jackson
Capital LLC-Secr.
4.68% 0% South Jackson Capital
LLC (50%)
John Childers
San Angelo, TX
Banker Director NA
Director/Pres of BOSA
NA 2.63% 0% NA
Ray Dierschke
Ballinger, Texas
Farming Director NA
Director
NA 1.29% 0% NA
Joe Riley King
Fort Worth, TX
Banker Director Director
Director/Pres of LPO
JR King Land &
Catlle LLC-Pres
(100%)
JRKLC Vacek,
LLC-Pres (100%)
1.40% 0% JR King Land & Catlle
LLC- (100%)
JRKLC Vacek, LLC-
(100%)
Sue Owens
Brady, Texas
Banker Executive VP
Secretary/Treasurer
Secretary-
Treasurer/EVP
N/A
N/A 0.09% 0% N/A
*Order listed: BNB/FNB
* No insiders hold positions in these entities: Texas Country Statutory Trust II & III
Form FR Y-6
TEXAS COUNTRY BANCSHARES, INC.
December 31, 2018
Report Item 4: Directors and Officers - continued
(1) (2) (3)(a)(b)(c) and 4(a)(b)(c)
(1)
Name & Address
(City, State,
Country)
(2)
Principal
Occupation if
other than with
Bank Holding
Company
(3)(a)
Title & Position with
Bank Holding
Company
(3)(b)
Title & Position with
Subsidiaries (include
names of subsidiaries)*
(3)(c)
Title &
Position with
other
businesses
(include names
of other
businesses)
(4)(a)
Percentage
of Voting
Shares in
Bank
Holding
Company
(4)(b)
Percentage
of Voting
Shares in
Subsidiaries
(include
names of
subsidiaries)
(4)(c)
List names of other
companies (includes
partnerships) if 25% or more
of voting securities are held
(List names of companies
and percentage of voting
securities held)
Greg W. Schwertner
Ballinger, Texas
Banker President Director
CEO/Vice Chairman
N/A 4.53% 0% N/A
Mark Marshall
Brady, Texas
Attorney Director
Director
N/A
Marshall Law
Office, PLLC-
Owner
.09% 0% Marshall Law Office, PLLC
100%
Kirk Roddie
Brady, Texas
Real Estate/
Rancher
Director Director
N/A
N/A 1.03% 0% N/A
Diane K. Scovell
Dallas, Texas
Wife/Mother
Civic Volunteer
Director N/A
N/A
King, Stone &
Scovell, Ltd.-
Partner
14.86% 0% N/A
B Terry Keltz
Brady, TX
Banker Director/ Senior VP President/CEO/Director
N/A
N/A 0.17% 0% Artisan Partners LLC-Pres
(50%)
*Order listed: BNB/FNB
* No insiders hold positions in these entities: Texas Country Statutory Trust II & III