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SGB Southwest Georgia Financial Corp

18.95
0.00 (0.00%)
31 May 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Southwest Georgia Financial Corp AMEX:SGB AMEX Common Stock
  Price Change % Change Share Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 18.95 0 01:00:00

Statement of Changes in Beneficial Ownership (4)

06/04/2020 8:53pm

Edgar (US Regulatory)


FORM 4 [X] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5                       
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

DEKLE ROSS
2. Issuer Name and Ticker or Trading Symbol

SOUTHWEST GEORGIA FINANCIAL CORP [ SGB ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Executive Vice President
(Last)          (First)          (Middle)

324 MACK DEKLE RD
3. Date of Earliest Transaction (MM/DD/YYYY)

4/6/2020
(Street)

MOULTRIE, GA 31768
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Southwest Georgia Financial Corp (1)4/3/2020 (1) D(1) (1)6977 (1)D (1)6977 D  
Southwest Georgia Financial Corp (2)4/3/2020 (2) D(2) (2)3637 (2)D (2)3637 I ESOP Shares 

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) "Pursuant to the Agreement and Plan of Merger, dated December 18, 2019, by and between Southwest Georgia Financial Corporation ("SGB") and The First Bancshares, Inc. ("First Bancshares"), SGB merged with and into First Bancshares with First Bancshares as the surviving corporation (the "Merger"). At 12:01 a.m. on April 3, 2020, the effective time of the Merger (the "Effective Time"), each share of common stock, par value $1.00 per share, of SGB Common Stock ("SGB Common Stock") issued and outstanding immediately prior to the Effective Time (except for certain cancelled shares) was converted into the right to receive, without interest, 1.00 share of the common stock, par value $1.00 per share, of First Bancshares (such shares, the "Merger Consideration"). The closing price of First Bancshares Common Stock on The Nasdaq Stock Market at the Effective Time was $17.94.
(2) "Pursuant to the Agreement and Plan of Merger, dated December 18, 2019, by and between Southwest Georgia Financial Corporation ("SGB") and The First Bancshares, Inc. ("First Bancshares"), SGB merged with and into First Bancshares with First Bancshares as the surviving corporation (the "Merger"). At 12:01 a.m. on April 3, 2020, the effective time of the Merger (the "Effective Time"), each share of common stock, par value $1.00 per share, of SGB Common Stock ("SGB Common Stock") issued and outstanding immediately prior to the Effective Time (except for certain cancelled shares) was converted into the right to receive, without interest, 1.00 share of the common stock, par value $1.00 per share, of First Bancshares (such shares, the "Merger Consideration"). The closing price of First Bancshares Common Stock on The Nasdaq Stock Market at the Effective Time was $17.94.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
DEKLE ROSS
324 MACK DEKLE RD
MOULTRIE, GA 31768


Executive Vice President

Signatures
Ross Dekle By Tammy Croyle AIF4/6/2020
**Signature of Reporting PersonDate

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