Form 4 - Statement of changes in beneficial ownership of securities
September 11 2023 - 5:00PM
Edgar (US Regulatory)
SEC Form 4
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
|
| OMB APPROVAL |
| OMB Number: |
3235-0287 |
| Estimated average burden |
| hours per response: |
0.5 |
|
|
|
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b). |
|
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. |
1. Name and Address of Reporting Person*
| C/O GUARANTY BANCSHARES, INC. |
| 201 SOUTH JEFFERSON AVE |
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
GUARANTY BANCSHARES INC /TX/
[ GNTY ]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
|
10% Owner |
|
Officer (give title below) |
|
Other (specify below) |
|
|
3. Date of Earliest Transaction
(Month/Day/Year)
09/07/2023
|
4. If Amendment, Date of Original Filed
(Month/Day/Year)
|
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. Transaction Date
(Month/Day/Year) |
2A. Deemed Execution Date, if any
(Month/Day/Year) |
3. Transaction 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 |
| Common Stock |
09/07/2023 |
|
P |
|
350 |
A |
$27.85
|
350 |
I |
By IRA |
| Common Stock |
|
|
|
|
|
|
|
26,720.127
|
I |
By JBGB Brown FLP, of which Reporting Person is General Partner |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Transaction Date
(Month/Day/Year) |
3A. Deemed Execution Date, if any
(Month/Day/Year) |
4. Transaction Code (Instr.
8)
|
5.
Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr.
3, 4 and 5)
|
6. Date Exercisable and Expiration Date
(Month/Day/Year) |
7. 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: Direct (D) or Indirect (I) (Instr.
4)
|
11. Nature of Indirect Beneficial Ownership (Instr.
4)
|
| Code |
V |
(A) |
(D) |
Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
|
| Remarks: |
|
|
/s/ Shalene A. Jacobson, as attorney-in-fact |
09/11/2023 |
|
** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
LIMITED POWER OF ATTORNEY
The undersigned, Jeffrey W. Brown, a director of Guaranty Bancshares, Inc.
(the "Corporation"), hereby authorizes and designates each of Shalene Jacobson;
Tyson T. Abston; Clifton A. Payne; Kevin E. Strachan and Fenimore, Kay, Harrison
and Ford, LLP, as my agent and attorney-in-fact, each with full power of
substitution to:
(1) prepare and sign on my behalf any Form ID for filing with the United
States Securities and Exchange Commission, generate or update on my behalf any
applicable EDGAR access codes, and request on my behalf any EDGAR passphrases or
other related filings codes, if necessary;
(2) prepare and sign on my behalf any Form 3, Form 4 or Form 5 under
Section 16 of the Securities Exchange Act of 1934 or any amendment thereto and
file, or cause to be filed, the same with the United States Securities and
Exchange Commission and, if applicable, each national stock exchange on which
the Corporation's stock is listed;
(3) prepare and sign on my behalf any Form 144 Notice under the Securities
Act of 1933, or any amendment thereto, and file, or cause to be filed, the same
with the United States Securities and Exchange Commission;
(4) prepare and sign on my behalf any Schedule 13D or Schedule 13G under
the Securities Exchange Act of 1934, or any amendment thereto, and file, or
cause to be filed, the same with the United States Securities and Exchange
Commission and, if applicable, each national stock exchange on which the
Corporation's stock is listed; and
(5) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on my behalf
pursuant to this Limited Power of Attorney shall be in such a form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Limited Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Corporation assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.
This Limited Power of Attorney shall remain in full force and effect until
the undersigned is no longer subject to Section 16 of the Securities Exchange
Act of 1934 with respect to the Corporation, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed on this 22nd day of September, 2021.
/s/ Jeffrey W. Brown
_____________________________
Jeffrey W. Brown
SUBSCRIBED AND SWORN TO before me this 23rd day of September, 2021.
/s/ Sondra Cunningham
_____________________________
Notary Public
My Commission Expires: 12/12/2021
LIMITED POWER OF ATTORNEY
The undersigned, Jeffrey W. Brown, a director of Guaranty Bancshares, Inc.
(the "Corporation"), hereby authorizes and designates each of Shalene Jacobson;
Tyson T. Abston; Clifton A. Payne; Kevin E. Strachan and Fenimore, Kay, Harrison
and Ford, LLP, as my agent and attorney-in-fact, each with full power of
substitution to:
(1) prepare and sign on my behalf any Form ID for filing with the United
States Securities and Exchange Commission, generate or update on my behalf any
applicable EDGAR access codes, and request on my behalf any EDGAR passphrases or
other related filings codes, if necessary;
(2) prepare and sign on my behalf any Form 3, Form 4 or Form 5 under
Section 16 of the Securities Exchange Act of 1934 or any amendment thereto and
file, or cause to be filed, the same with the United States Securities and
Exchange Commission and, if applicable, each national stock exchange on which
the Corporation's stock is listed;
(3) prepare and sign on my behalf any Form 144 Notice under the Securities
Act of 1933, or any amendment thereto, and file, or cause to be filed, the same
with the United States Securities and Exchange Commission;
(4) prepare and sign on my behalf any Schedule 13D or Schedule 13G under
the Securities Exchange Act of 1934, or any amendment thereto, and file, or
cause to be filed, the same with the United States Securities and Exchange
Commission and, if applicable, each national stock exchange on which the
Corporation's stock is listed; and
(5) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit to,
in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on my behalf
pursuant to this Limited Power of Attorney shall be in such a form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary or proper to be done in the exercise of any of the rights and powers
herein granted, as present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Limited Power of Attorney and the rights and powers
herein granted. The undersigned acknowledges that the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Corporation assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Securities
Exchange Act of 1934.
This Limited Power of Attorney shall remain in full force and effect until
the undersigned is no longer subject to Section 16 of the Securities Exchange
Act of 1934 with respect to the Corporation, unless earlier revoked by the
undersigned in a signed writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Limited Power of
Attorney to be executed on this 22nd day of September, 2021.
/s/ Jeffrey W. Brown
_____________________________
Jeffrey W. Brown
SUBSCRIBED AND SWORN TO before me this 23rd day of September, 2021.
/s/ Sondra Cunningham
_____________________________
Notary Public
My Commission Expires: 12/12/2021
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