republicsct13ga209.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C.
20549
SCHEDULE
13G/A
Under the
Securities Exchange Act of 1934
(Amendment
No. 10)*
REPUBLIC
BANCORP, INC.
(Name of
Issuer)
CLASS A
COMMON STOCK, NO PAR VALUE
(Title of
Class of Securities)
760281
204
(CUSIP
Number)
December
31, 2008
(Date of
Event Which Requires Filing of This Statement)
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
[
] Rule
13d-1(b)
[
] Rule
13d-1(c)
[X] Rule
13d-1(d)
*The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to
be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
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(1)
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Names
of Reporting Persons
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Scott
Trager
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I.R.S.
Identification Nos. of Above Persons (entities only)
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(2)
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Check
the Appropriate Box if a Member of a Group (See
Instructions)
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(a)
(b)
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[
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[
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(3)
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SEC
Use Only
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(4)
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CITIZENSHIP
OR PLACE OF ORGANIZATION
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U.S.
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Number
of Shares Beneficially Owned by Each Reporting Person
With:
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(5)
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Sole
Voting Power
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248,725.1
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(1)
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(6)
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Shared
Voting Power
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9,078,437.0
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(2)(3)
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(7)
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Sole
Dispositive Power
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248,725.1
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(1)
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(8)
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Shared
Dispositive Power
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55,804
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(3)
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(9)
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Aggregate
Amount Beneficially Owned by Each Reporting Person
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9,327,162.1
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(1)(2)(3)
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(10)
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
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[
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(11)
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Percent
of Class Represented by Amount in Row 9
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47.9%
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(4)
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(12)
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Type
of Reporting Person (See Instructions)
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IN
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(1)
Includes
29,488 shares of Class B Common Stock held by the reporting person and 1,190
shares of Class B Common Stock held in the Issuer’s 401(k) plan. Class B Common
Stock is immediately convertible into Class A Common Stock on a one share for
one share basis. Also, includes 12,154 shares of Class A Common Stock that
can be acquired under a currently exercisable option. Also includes
3,434.0 shares of Class A Common Stock allocated to the reporting person under
the Republic Bancorp, Inc. Employee Stock Ownership Plan (the “ESOP”), and
31,986.0 shares of Class A Common Stock held in the Issuer’s 401(k) plan. Does
not include an undetermined number of shares of Class A Common Stock to be
allocated to the reporting person under the ESOP as of December 31, 2008, for
which the reporting person has not yet received a plan statement.
(2) Includes
7,165,051 shares of Class A Common Stock held of record by Teebank Family
Limited Partnership (“Teebank”), 939,449 shares of Class B Common Stock held of
record by Teebank, 750,067 shares of Class A Common Stock held of record by
Jaytee Properties Limited Partnership (“Jaytee”), and 168,066 shares of Class B
Common Stock held of record by Jaytee. The reporting person is a limited
partner of Teebank and Jaytee. The reporting person shares voting power
over the shares held of record by Teebank and Jaytee with Steven E. Trager and
Sheldon Gilman, as trustee.
(3) Includes
51,697 shares of Class A Common Stock and 4,107 shares of Class B Common Stock
held by a family trust of which the reporting person is a co-trustee and a
beneficiary.
(4) Percentage
was calculated based on the number of shares of Class A Common Stock outstanding
as of December 31, 2008 (18,318,206) plus the securities beneficially owned by
the reporting person that are currently exercisable for or convertible into
shares of Class A Common Stock (1,154,454).
ITEM
1(a). NAME OF
ISSUER:
Republic
Bancorp, Inc.
ITEM
1(b). ADDRESS
OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
601 West
Market Street
Louisville,
Kentucky 40202
ITEM
2(a). NAME OF
PERSON FILING:
Scott
Trager
ITEM
2(b). ADDRESS
OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
601 West
Market Street
Louisville,
Kentucky 40202
ITEM
2(c). CITIZENSHIP:
U.
S.
ITEM
2(d). TITLE OF
CLASS OF SECURITIES:
Class A
Common Stock, no par value per share
ITEM
2(e). CUSIP NUMBER:
760281
204
ITEM
3. IF THIS
STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) OR 240.13d-2(b) OR (c),
CHECK WHETHER THE PERSON FILING IS A:
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(a)
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[
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Broker
or Dealer registered under section 15 of the Act (15 U.S.C.
78o).
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(b)
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[
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Bank
as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c).
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(c)
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[
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Insurance
Company as defined in Section 3(a)(19) of the Act (15 U.S.C.
78c).
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(d)
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[
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Investment
Company registered under Section 8 of the Investment Company Act of 1940
(15 U.S.C. 80a-8).
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(e)
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[
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An
investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E).
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(f)
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[
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An
employee benefit plan or endowment fund in accordance with Section
240.13d-l(b)(1)(ii)(F).
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(g)
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[
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A
parent holding company or control person in accordance with Section
240.13d-1(b)(1)(ii)(G).
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(h)
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[
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A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813).
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(i)
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[
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A
church plan that is excluded from the definition of an investment company
under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C.
80a-3).
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(j)
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[
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Group,
in accordance with Section
240.13d-1(b)(1)(ii)(J).
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If this
statement is filed pursuant to Section 240.13d-1(c), check this box. [
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ITEM
4. OWNERSHIP.
Provide
the following information regarding the aggregate number and percentage of the
class of securities of the Issuer identified in Item 1.
(a)
Amount Beneficially Owned: Scott Trager is the beneficial owner of 9,327,162.1
shares of Class A Common Stock of Republic Bancorp, Inc.(1)(2)(3)
(b) Percent
of Class: Scott Trager is the beneficial owner of 47.9% of the Class A Common
Stock of Republic Bancorp, Inc. (4)
(c) Number of
shares as to which the person has:
(i) Sole
power to vote or to direct the vote
248,725.1
(1)
(ii) Shared
power to vote or to direct the vote
9,078,437.0
(2)(3)
(iii) Sole
power to dispose or to direct the disposition of
248,725.1
(1)
(iv) Shared
power to dispose or to direct the disposition of
55,804
(3)
Instruction. For
computations regarding securities which represent a right to acquire an
underlying security see Section 240.13d-3(d)(1).
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(1) Includes
29,488 shares of Class B Common Stock held by the reporting person and 1,190
shares of Class B Common Stock held in the Issuer’s 401(k) plan. Class B Common
Stock is immediately convertible into Class A Common Stock on a one share for
one share basis. Also, includes 12,154 shares of Class A Common Stock that can
be acquired under a currently exercisable option. Also includes 3,434.0
shares of Class A Common Stock allocated to the reporting person under the
Republic Bancorp, Inc. Employee Stock Ownership Plan (the “ESOP”), and 31,986.0
shares of Class A Common Stock held in the Issuer’s 401(k) plan. Does not
include an undetermined number of shares of Class A Common Stock to be allocated
to the reporting person under the ESOP as of December 31, 2008, for which the
reporting person has not yet received a plan statement.
(2) Includes
7,165,051 shares of Class A Common Stock held of record by Teebank, 939,449
shares of Class B Common Stock held of record by Teebank, 750,067 shares of
Class A Common Stock held of record by Jaytee, and 168,066 shares of Class B
Common Stock held of record by Jaytee. The reporting person is a limited partner
of Teebank and Jaytee. The reporting person shares voting power over the shares
held of record by Teebank and Jaytee with Steven E. Trager and Sheldon Gilman,
as trustee.
(3) Includes
51,697 shares of Class A Common Stock and 4,107 shares of Class B Common Stock
held by a family trust of which the reporting person is a co-trustee and a
beneficiary.
(4) Percentage
was calculated based on the number of shares of Class A Common Stock outstanding
as of December 31, 2008 (18,318,206) plus the securities beneficially owned by
the reporting person that are currently exercisable for or convertible into
shares of Class A Common Stock (1,154,454).
ITEM
5. OWNERSHIP
OF FIVE PERCENT OR LESS OF A CLASS.
If this
statement is being filed to report the fact that as of the date hereof the
reporting person has ceased to be the beneficial owner of more than five percent
of the class of securities, check the following [ ].
ITEM
6. OWNERSHIP
OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
If any
other person is known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, such securities, a
statement to that effect should be included in response to this item and, if
such interest relates to more than five percent of the class, such person should
be identified. A listing of the shareholders of an investment company registered
under the Investment Company Act of 1940 or the beneficiaries of employee
benefit plan, pension fund or endowment fund is not required.
The
reporting person, with the co-trustee of a family trust, may have the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
Issuer’s securities by such trust. Beneficiaries of the family trust other than
the reporting person may possess rights to receive dividends from, or the
proceeds from the sale of, pro rata interests in the Issuer’s securities upon
distribution of assets in accordance with the terms of such trust. As co-general
partners of Teebank and Jaytee (each a beneficial owner of more than five
percent of the class), Steven E. Trager and the Jean S. Trager Trust (each
a beneficial owner of more than five percent of the class) may have the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
Issuer’s securities. In addition, Bernard Trager, Steven E. Trager, and Sheldon
Gilman as trustee (each a beneficial owner of more than five percent of the
class), among others, are limited partners of Teebank and Jaytee, and thereby
possess the right to receive dividends from or the proceeds from the sale of pro
rata interests in the Issuer’s securities upon distribution of assets from
Teebank and Jaytee.
ITEM
7. IDENTIFICATION
AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED
ON BY THE PARENT HOLDING COMPANY.
If a
parent holding company has filed this Schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the
identity and the Item 3 classification of the relevant subsidiary. If a parent
holding company has filed this Schedule pursuant to Rule 13d-1(c), attach an
exhibit stating the identification of the relevant subsidiary.
Not
applicable.
ITEM
8. IDENTIFICATION
AND CLASSIFICATION OF MEMBERS OF THE GROUP.
If a
group has filed this Schedule pursuant to Section 240.13d-1(b)(1)(ii)(J), so
indicate under Item 3(j) and attach an exhibit stating the identity and Item 3
classification of each member of the group. If a group has filed this Schedule
pursuant to Section 240.13d-1 (d), attach an exhibit stating the identity of
each member of the group.
Not
applicable.
ITEM
9. NOTICE OF
DISSOLUTION OF GROUP.
Notice of
dissolution of a group may be furnished as an exhibit stating the date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if required, by members of the group, in
their individual capacity. See Item 5.
Not
applicable.
ITEM
10. CERTIFICATION.
Not
applicable.
SIGNATURE.
After
reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and
correct.
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February
16, 2009
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/s/
SCOTT TRAGER
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Scott
Trager
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