Schedule 13D Amendment No. 2

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

 

New Peoples Bankshares, Inc.

(Name of Issuer)

Common Stock, par value $2 per share

(Title of Class of Securities)

64801P101

(CUSIP Number)

C. Todd Asbury

Executive Vice President and Chief Financial Officer

New Peoples Bankshares, Inc.

67 Commerce Drive

Honaker, Virginia 24260

(276) 873-7000

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

June 4, 2013

(Date of Event Which Requires Filing of This Statement)

 

 

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ¨

 

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See §240.13d-7 for other parties to whom copies are to be sent.

 

 

 

* 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 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).

 

 

 

13D

 

CUSIP No. 64801P101   Page 2 of 4 Pages

 

  1.   

Names of reporting persons

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

 

Harold Lynn Keene

  2.  

Check the appropriate box if a member of a group (see instructions)

(a)  ¨        (b)  ¨

 

  3.  

SEC use only

 

  4.  

Source of funds (see instructions)

 

    PF – Cancellation of indebtedness owed to Reporting Person.

  5.  

Check box if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)  ¨

 

  6.  

Citizenship or place of organization

 

    United States of America

Number of

shares

beneficially

owned by

each

reporting

person

with

 

      7.    

Sole voting power

 

    4,124,176

     8.   

Shared voting power

 

    0

     9.   

Sole dispositive power

 

    4,124,176

   10.   

Shared dispositive power

 

    0

11.  

Aggregate amount beneficially owned by each reporting person

 

    4,124,176

12.  

Check box if the aggregate amount in Row (11) excludes certain shares (see instructions)  ¨

 

13.  

Percent of class represented by amount in Row (11)

 

    18.28%

14.  

Type of reporting person (see instructions)

 

    IN

 

13D

 

CUSIP No. 64801P101   Page 3 of 4 Pages

 

Item 1. Security and Issuer.

The name of the issuer is New Peoples Bankshares, Inc., a Virginia bank holding company headquartered in Honaker, Virginia (the “Issuer”). The address of the Issuer’s principal executive offices is 67 Commerce Drive, Honaker, Virginia 24260. This Schedule 13D relates to the Issuer’s common stock, par value $2 per share.

 

Item 2. Identity and Background.

 

  (a) Harold Lynn Keene (“Mr. Keene”)

 

  (b) P. O. Box 1320

Honaker, Virginia 24260

 

  (c) Mr. Keene is President of Keene Carpet, Inc., Honaker, Virginia.

 

  (d) During the last five years, Mr. Keene, has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

 

  (e) During the last five years, Mr. Keene, has not been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

  (f) United States of America

 

Item 3. Source or Amount of Funds or Other Consideration.

On June 4, 2013, 700,000 shares of the Issuer’s common stock were sold by Mr. Keene to H. L. Keene, L.L.C. of which Mr. Keene is the sole manager. Total shares of common stock after this transaction is 2,737,589 shares directly owned and 700,000 shares indirectly owned. Total warrants to purchase common stock directly owned are 678,527. Total stock options to purchase common stock were 8,060 options.

 

Item 4. Purpose of Transaction.

Transfer by Reporting Person of stock to H. L. Keene, L.L.C. in exchange for cancellation of indebtedness owed to Reporting Person by the LLC.

 

Item 5. Interest in Securities of the Issuer.

 

  (a) As of the date hereof, Mr. Keene beneficially owns 4,124,176 shares of the Issuer’s common stock, which represents approximately 18.28% of the outstanding shares of the class. Of this amount 678,527 shares represent Common Stock Warrants issued to Mr. Keene as a result his participation in the common stock rights offering and of the September 2012 conversion of a loan into the Issuer’s common stock. Mr. Keene also has the right to exercise stock options issued to him totaling 8,060.

 

  (b) Mr. Keene has sole voting and dispositive power with regard to 4,124,176 shares of the Issuer’s common stock.

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Mr. Keene is a member of the Board of Directors of the Issuer. From time to time Mr. Keene may have banking transactions with the Issuer’s banking subsidiary New Peoples Bank, Inc.

 

Item 7. Material to Be Filed as Exhibits.

Not Applicable.

13D

 

CUSIP No. 64801P101   Page 4 of 4 Pages

 

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.

 

Dated: June 14, 2013   By:  

/s/ Harold Lynn Keene

    Harold Lynn Keene