Security Star Bancshares, Inc. - Dallasfed.org...Dec 31, 2018 · TOTAL ASSETS $99,076 $96,810 $100,852 $110,720 $119,516 LIABILITIES Current portion of Frost line of credit $328

SECURITY STAR BANCSHARES, INC. | 2018 ANNUAL REPORT | SINCE 1928

SHAREHOLDER LETTER 3

SECURITY STAR BANCSHARES, INC. BALANCE SHEET 6

SECURITY STAR BANCSHARES, INC. INCOME STATEMENT 8

BOARD OF DIRECTORS 10

SECURITY BANK AND SUBSIDIARIES BALANCE SHEET 12

SECURITY BANK AND SUBSIDIARIES INCOME STATEMENT 14

MARKET SHARE REPORT 15

RIG COUNT & CRUDE OIL PRICES 16

BANK LOCATIONS 18

TABLE OF CONTENTS

2

3

A PROSPEROUS YEAR

As we close 2018, I can’t help but reflect on the many accomplishments of this bank over the years.

Having spent a good part of the year with our customers and team members celebrating our 90th year

anniversary, I am grateful that I have had the opportunity to work closely in the daily operations of

the Bank. I feel blessed to work with great team members and to experience first hand the positive

impact we make on local businesses and our communities.

2018 was a year of growth and record earnings for the Bank. The stabilization of oil prices was a

contributing factor, but it’s critical that I acknowledge the benefits that have been realized from the

many enhancements made over the past 24 months to our Bank, ranging from revamping loan

operations and strengthening our credit policy to diversification of our portfolio through focused

efforts in our San Antonio market. I am proud of the successes that we have shared with our

customers, our communities and our shareholders.

FINANCIAL PERFORMANCE

Assets of $871 million, up 11% from prior year.Net Income of $18.9 million, up 84% from prior year.

It should be noted that there are contributing factors to the significant increase in year over year

net income. During 2016 and 2017, the Bank set aside portions of its net income for potential loan

losses, due to the economic downturn. In 2018, as the economy improved and these expected

losses did not occur, the Bank was allowed to recover approximately $2.0 million back into income.

SHAREHOLDER | LETTER

4

LOOKING AHEAD

Under the direction of our Board of Directors and the Bank’s strong leadership, we will remain

cautious as we navigate through the uncertainties of the upcoming year. Our commitment is to

maintain a quality loan portfolio to ensure we minimize the negative impact that fluctuating oil

prices will have on our customers.

It is the Board’s continued priority that Security Bank maintains a high level of safety, soundness

and strength, in any economic environment. But as history has proven, like all West Texas banks,

we are not immune to the effects that falling oil prices have on our customers and the Board

acknowledges that this can have a negative impact on the Bank’s performance and ultimately our

shareholders. To buffer the Bank from the impact of a negative economic environment, we have

increased the Bank’s capital from 8.0% to 11.5% (an incremental amount of nearly $30 million).

Further, we have increased our allowance for future loan losses as a percentage of loans from

1.2% to 2.0% (an incremental amount of nearly $4 million).

Even in these volatile global, political and economic climates, I remain optimistic of the direction

of our Bank. Thank you for your continued patience, encouragement and support.

James C. ThomasChairman of the Board and CEO

“I am proud of the successes that we have shared with our customers, our communities and our shareholders.”

SECURITY STAR BANCSHARES, INC. | BALANCE SHEET

5

SECURITY STAR BANCSHARES, INC. BALANCE SHEET

2014 2015 2016 2017 2018ASSETSCash $10 $21 $3,911 $2,884 $10TOTAL CURRENT ASSETS 10 21 3,911 2,884 10

Prepaid financing charge 6 - - - - Building 12 11 10 9 7Investment in bank 98,526 95,827 97,976 108,277 121,167 Net unrealized gain (loss) on AFS securities (76) 346 (1,706) (1,178) (2,133)Investment in trust preferred subsidiaries 465 465 465 465 465Receivable from bank - stock options 133 140 196 263 -

TOTAL ASSETS $99,076 $96,810 $100,852 $110,720 $119,516

LIABILITIESCurrent portion of Frost line of credit $328 $283 $480 $640 $480Accounts payable - 10 - - -Accrued interest payable 50 47 51 20 24TOTAL CURRENT LIABILITIES 378 340 531 660 504

Frost line of credit 4,198 3,555 3,358 2,718 2,239Long term debentures - trust preferred 14,223 14,288 14,353 14,418 14,483TOTAL LIABILITIES 18,799 18,183 18,242 17,796 17,226

STOCKHOLDERS’ EQUITY Common stock - $0.20 par value 20 20 20 20 21Additional paid in capital 40,083 40,090 44,582 44,916 44,916Retained earnings 43,847 41,768 43,311 52,763 63,469Treasury stock, at cost (3,597) (3,597) (3,597) (3,597) (3,983)Net unrealized gain (loss) on AFS securities (76) 346 (1,706) (1,178) (2,133)

TOTAL STOCKHOLDERS’ EQUITY 80,277 78,627 82,610 92,924 102,290

TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY $99,076 $96,810 $100,852 $110,720 $119,516

(IN THOUSANDS)

6

SECURITY STAR BANCSHARES, INC. | INCOME STATEMENT

7

2014 2015 2016 2017 2018

INCOMEDividends received from bank $10,892 $11,196 $2,757 - $6,052Dividends from non-bank subsidiaries 13 13 15 18 22TOTAL INCOME 1 0,905 11,209 2,772 18 6,074

EXPENSESDepreciation expense 1 1 1 1 1Legal and accounting 9 7 26 7 6Executive officer fees and bonuses 117 117 75 - 41Interest expense - Frost line of credit 195 183 176 192 186Interest expense - Trust preferred debentures 505 515 577 657 808Amortization of prepaid trust pref exp 15 6 - - -Miscellaneous expense 4 7 12 11 269 TOTAL EXPENSES 846 836 867 868 1,311

NET INCOME BEFORE SUBSIDIARIES 10,059 10,373 1,905 (850) 4,763

Equity in earnings of bank 7,485 (2,698) 2,149 10,301 12,890

NET INCOME $17,544 $7,675 $4,054 $9,451 $17,653

Common stock distributions $10,140 $9,754 $2,512 - $6,945 Earnings per common share 193.15 84.50 41.49 94.45 177.18Retained earnings per share 81.51 (22.89) 15.78 94.45 107.47Per share distributions - current year 111.63 107.38 25.71 - 69.71

SECURITY STAR BANCSHARES, INC. INCOME STATEMENT(IN THOUSANDS)

8

9

SECURITY STAR BANCSHARES, INC. | BOARD OF DIRECTORS

10

JAMES C. THOMASCHAIRMAN MIDLAND

BENTLEY B. KINGFT. STOCKTON

LARRY (BEAR) BRYANTMONAHANS

BRUCE GRADYMcCAMEY

EUGENE COVILLSAN ANGELO

MICKEY JONESBANK DIRECTOR

ODESSA

LOUIS STONEBANK DIRECTOR

CRANE

“The values that we hold true are the foundation of our Bank’s culture.” - Chairman Thomas

11

SECURITY BANK AND SUBSIDIARIES | BALANCE SHEET

12

SECURITY BANK AND SUBSIDIARIES BALANCE SHEET

2014 2015 2016 2017 2018ASSETSCash and due from banks $23,472 $21,788 $23,475 $25,591 $27,820Federal funds sold 184,868 52,492 80,767 88,890 99,611Available for sale investments 124,693 194,168 164,627 177,571 203,973Loans and leases, net 530,804 537,934 437,323 428,231 473,468Premises, furniture and equipment, net 26,543 25,426 24,339 21,346 20,619Goodwill 30,716 26,956 26,956 25,016 25,016Core deposit intangible assets 1,093 1,541 1,085 398 311Other assets 18,778 19,598 25,214 21,407 21,086

TOTAL ASSETS $940,967 $879,903 $783,786 $788,450 $871,904

LIABILITIES & STOCKHOLDERS’ EQUITY Deposits 832,392 774,340 679,603 673,212 744,785Other borrowings 2,000 500 - - -Other liabilities 7,135 7,478 6,461 6,156 5,737Stockholders’ equity 99,440 97,585 97,722 109,082 121,382 TOTAL LIABILITIES & STOCKHOLDERS’ EQUITY $940,967 $879,903 $783,786 $788,450 $871,904

Tangible capital 65,713 72,262 69,563 71,712 82,013

(IN THOUSANDS)

(IN THOUSANDS)

$783,786 $788,450

$879,903

20182014 2015 2016 2017

$871,904$940,967

13

SECURITY BANK AND SUBSIDIARIES | INCOME STATEMENT

14

SECURITY BANK AND SUBSIDIARIES INCOME STATEMENT

2014 2015 2016 2017 2018INTEREST INCOMEInterest income $42,002 $39,919 $35,886 $35,326 $39,731 Interest expense 985 810 673 606 678NET INTEREST INCOME 41,017 39,109 35,213 34,720 $39,053

Provision for loan and lease losses 772 2,001 8,261 953 (557)Noninterest income 8,761 7,858 10,304 10,290 8,937Noninterest expense 29,522 36,047 32,099 33,226 28,724Noncontrolling interest 1,106 422 252 530 881 NET INCOME $18,378 $8,497 $4,905 $10,301 $18,942

(IN THOUSANDS)

(IN THOUSANDS)

$18,378

$8,497$10,301

$18,942

$4,905

20182014 2015 2016 2017

$16,942*

$10,801*

$6,405*

*As indicated in the shareholder letter, during 2016 and 2017, the Bank set aside portions of its net income for potential loan losses. In 2018, the Bank was allowed to recover approximately $2.0 million back into income. Special notations in orange have been added to the graph to reflect the impact of these provisions to the Bank’s net income during the three year period.

15

MARKET SHARE REPORT(IN THOUSANDS)

LOANS

LOANS

DEPOSITS

SAN ANTONIO MARKET $145,929 31%

DEVINE MARKET $21,927 5%

MONAHANS MARKET $26,333 6%

MIDLAND MARKET $145,442 31%

TOTAL $470,510,000

McCAMEY MARKET $7,068 1% CRANE MARKET $3,350 1%

BIG LAKE MARKET $10,180 2%

ODESSA MARKET $110,281 23%

LOANS

DEPOSITS

DEPOSITS DEVINE MARKET $50,843 7% SAN ANTONIO MARKET $30,885 4%

MONAHANS MARKET $93,358 13%

MIDLAND MARKET $173,057 23%

TOTAL $745,763,000

McCAMEY MARKET $51,101 7%CRANE MARKET $37,188 5%

BIG LAKE MARKET $77,445 10%

ODESSA MARKET $231,886 31%

16

CRUDE OIL PRICES

PERMIAN REGION RIG COUNT

485

$120

$100

$80

$60

$40

$20

2015 2016 2017 2018

360

240

1202015 2016 2017 2018

17

SECURITY BANK & SUBSIDIARIES | LOCATIONS

18

CorporateMidland DT 600 N Marienfeld Midland TX 79701

Odessa Billy Hext 4100 Billy Hext RdOdessa TX 79765

Odessa West 2752 N County Road West Odessa TX 79764

Midland Wadley5312 W WadleyMidland TX 79707

Monahans 307 S Main Monahans TX 79756

McCamey 1001 Burleson McCamey TX 79752

Odessa East 4040 E 42nd StreetOdessa TX 79762

Crane 211 GastonCrane TX 79731

Big Lake 405 W 2nd StreetBig Lake TX 76932

Devine 100 E Hondo Avenue Devine TX 78016

San Antonio 1604 2526 North Loop 1604 WestSan Antonio TX 78248

Security Business Capital600 N Marienfeld Ste 150Midland TX 79701

Security Preferred Title321 S Alice AvenueMonahans TX 79756

MEMBER FDIC

Security Star Bancshares, Inc. Organizational Chart

Security Star Bancshares, Inc.LEI: None

Midland, Texas Top-tier holding company

Incorporated in Texas

Security BankLEI: 549300RWLPVV2DW05W11

Midland, TexasIncorporated in Texas

100%

Security Preferred Title, LLCLEI: None

Monahans, TexasManaging Member

Incorporated in Texas

SSB Finance, Inc.LEI: None

Midland, TexasIncorporated in Texas

100%

Security Business Capital, LLCLEI: None

Midland, TexasManaging Member

Formed in Texas

R&K Gasser Family, LPLEI: None

Partner of Security Business CapitalMidland, Texas

Member, Formed in Texas

NR

MFC Statutory Trust IILEI: None

Wilmington, DelawareIncorporated in Delaware

100%

Monahans Statutory Trust ILEI: None

Hartford, ConnecticutIncorporated in Connecticut

100%

Monahans Statutory Trust IILEI: None

Wilmington, DelawareIncorporated in Delaware

100%

Only Security Bank has a legal entity identifier.

NR = Ownership percentage not reportable on the FR Y-10. Percentage of ownership is less than 25% and the companies are not controlled by any other means.

Results: A list of branches for your depository institution: SECURITY BANK (ID_RSSD: 641355).

This depository institution is held by SECURITY STAR BANCSHARES, INC. (1250286) of MIDLAND, 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) 641355 SECURITY BANK 600 N MARIENFELD STREET, SUITE 100 MIDLAND TX 79701 MIDLAND UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 1895276 BIG LAKE BRANCH 405 EAST 2ND STREET BIG LAKE TX 76932 REAGAN UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 1417904 CRANE BRANCH 211 SOUTH GASTON CRANE TX 79731 CRANE UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 640152 DEVINE BRANCH 100 EAST HONDO STREET DEVINE TX 78016-3344 MEDINA UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 3036523 MC CAMEY BRANCH 1001 BURLESON MC CAMEY TX 79752 UPTON UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 3403246 WADLEY AVENUE BRANCH 5312 WEST WADLEY AVENUE MIDLAND TX 79707 MIDLAND UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Electronic Banking 4473826 WWW.MYSBANK.COM BRANCH 600 NORTH MARIENFELD SUITE 100 MIDLAND TX 79701 MIDLAND UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 168366 MONAHANS BRANCH 307 SOUTH MAIN STREET MONAHANS TX 79756-4205 WARD UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 3403255 BILLY HEXT BRANCH 4100 BILLY HEXT RD ODESSA TX 79765 ECTOR UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 3277353 COUNTY ROAD BRANCH 2752 N COUNTY RD W ODESSA TX 79764-1664 ECTOR UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 3542631 ODESSA EAST BRANCH 4040 EAST 42ND ST ODESSA TX 79762 ECTOR UNITED STATES Not Required Not Required SECURITY BANK 641355

OK Full Service 3538232 SAN ANTONIO BRANCH 2526 NORTH LOOP 1604 WEST SAN ANTONIO TX 78248 BEXAR UNITED STATES Not Required Not Required SECURITY BANK 641355

(1)(a) (1)(b) (1)(c) (2)(a) (2)(b) (2)(c)

Name & Address (City, State,

Country)

Country of

Citizenship or

Incorporation

Number and Percentage of

Each Class of Voting Securities

Name & Address (City,

State, Country)

Country of

Citizenship or

Incorporation


Each Class of Voting

Securities

James C. Thomas

Midland, Texas, USA

USA 13,052 shares common stock

(13.10%)

N/A

Estate of Erlene Thomas (James C.

Thomas, trustee), Midland, Texas,

USA


(2.01%)

James Curtis Thomas Asset Trust

(James C. Thomas, trustee),

Midland, Texas, USA


(1.51%)

Maribette Thomas Mainord Stock

Trust (Maribette Mainord, trustee),

Andrews, Texas, USA


(1.51%)

Michael W. Paschal Family Trust

(Michael Paschal, trustee), Lubbock,

Texas, USA


(1.51%)

total family 19,552 shares common stock

(19.62%)

Bluford A. Thornton Revocable

Trust (Bluford A. Thornton, trustee)

Pyote, Texas, USA


(6.02%)

Debra Slaughter

Pyote, Texas, USA


(2.09%)

Jimmy R. Thornton

Cresson, Texas, USA


(1.32%)

The Jim Pat and Mary Ann Thornton

Revocable Trust

(Jim Pat Thornton, trustee)

Santa Fe, New Mexico, USA

USA 825 shares common stock

(0.83%)

Genora Moore-Canon

Roswell, New Mexico, USA


(0.56%)

Melissa Thornton Stankus

Middleton, Massachusetts, USA


(0.20%)


(11.02%)

Floyd Eugene Covill, Jr.

San Angelo, Texas, USA


(2.68%)

Charles Covill

New Braunfels, Texas, USA


(1.32%)

William Bond

McCamey, Texas, USA


(1.68%)

Elizabeth L. Bentley



(1.67%)

Norma Shellenberger

Odessa, Texas, USA


(1.67%)

Lois North

Kellyville, NSW, Australia

Australia 1,666 shares common stock

(1.67%)


(10.69%)

King 2012 GST Exempt Trust

(Jim King, trustee)

Fort Stockton, Texas, USA


(6.02%)

Bentley King

Ft. Stockton, Texas, USA


(3.26%)

Jim King

Midland, Texas, USA


(0.25%)

John King

Del Rio, Texas, USA


(0.35%)

Scott King

Midland, Texas, USA


(0.35%)


(10.24%)

Larry L. Bryant

Monahans, Texas, USA


(8.26%)

Geretha Prather



(0.37%)

Josh Bryant

Lewisville, Texas, USA

USA 50 shares common stock (0.05%)


(8.68%)

Current Securities Holders with ownership, control or holdings of 5% or more with

power to vote as of fiscal year ending 12-31-2018

Securities Holders not listed in 3(1)(a) through (3)(1)(c) that had

ownership, control or holdings of 5% or more with power to vote during

the fiscal year ending 12-31-2018

Form FR Y-6

Security Star Bancshares, Inc.

Midland, Texas

Fiscal Year Ending December 31, 2018

Report Item 3: Securities Holders

(1)(a) (1)(b) (1)(c) (2)(a) (2)(b) (2)(c)

Name & Address (City, State,

Country)

Country of

Citizenship or

Incorporation


Each Class of Voting Securities

Name & Address (City,

State, Country)

Country of

Citizenship or

Incorporation


Each Class of Voting

Securities

Current Securities Holders with ownership, control or holdings of 5% or more with

power to vote as of fiscal year ending 12-31-2018

Securities Holders not listed in 3(1)(a) through (3)(1)(c) that had

ownership, control or holdings of 5% or more with power to vote during

the fiscal year ending 12-31-2018

Form FR Y-6


Midland, Texas


Report Item 3: Securities Holders

Bruce Grady

McCamey, Texas, USA


(1.00%)

Debbie Bradley Grady By-Pass

Trust (Bruce Grady, trustee)

McCamey, Texas, USA


(4.92%)


(5.92%)

(1) (2) (3)(a) (3)(b) (3)(c) (4)(a) (4)(b) (4)(c)

Names & Address

(City, State,

Country)

Principal

Occupation if other

than with holding

company

Title & Position

with holding

company

Title & Position

with Subsidiaries

(include names of

subsidiaries)

Title & Position with Other Businesses

(include names of other businesses)

Percentage of

Voting Securities

in holding

company

Percentage of

Voting Securities

in Subsidiaries

(include names

of subsidiaries)

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)

James C. Thomas

Midland, Texas,

USA

Investor/Banker Chairman/Director/President/CEO

Executive Officer,

Chairman/CEO

(Security Bank)

President - Thomas Resources Corp. 13.10% N/A Thomas Resources Corp. (100%)

Estate of Erlene

Thomas (James C.

Thomas, executor),

Midland, Texas,

USA

Investor Shareholder N/A N/A 2.01% N/A N/A

James Curtis

Thomas Asset Trust

(James C. Thomas,

trustee), Midland,

Texas, USA

Investor/Banker Chairman/Director/President/CEO

Executive Officer,

Chairman/CEO

(Security Bank)

President - Thomas Resources Corp. 1.51% N/A Thomas Resources Corp. (100%)

Maribette Thomas

Mainord Stock Trust

(Maribette Mainord,

trustee), Andrews,

Texas, USA

Homemaker Shareholder N/A N/A 1.51% N/A N/A

Michael W. Paschal

Family Trust

(Michael Paschal,

trustee), Lubbock,

Texas, USA


Bluford A. Thornton

Revocable Trust

(Bluford A.

Thornton, trustee)

Pyote, Texas, USA

Retired Rancher Shareholder N/A N/A 6.02% N/A N/A

Report Item 4: Insiders

(1)(a)(b)(c) and (2)(a)(b)(c)

Form FR Y-6


Midland, Texas


(1) (2) (3)(a) (3)(b) (3)(c) (4)(a) (4)(b) (4)(c)

Names & Address

(City, State,

Country)

Principal

Occupation if other

than with holding

company

Title & Position

with holding

company

Title & Position

with Subsidiaries

(include names of

subsidiaries)



Percentage of

Voting Securities

in holding

company

Percentage of

Voting Securities

in Subsidiaries

(include names

of subsidiaries)





securities held)


(1)(a)(b)(c) and (2)(a)(b)(c)

Form FR Y-6


Midland, Texas


Debra Slaughter

Pyote, Texas, USA

Rancher Shareholder N/A Member - Thornton Ranch, LLC 2.09% N/A N/A

Jimmy R. Thornton

Cresson, Texas,

USA

Rancher Shareholder N/A Member - Thornton Ranch, LLC 1.32% N/A N/A

The Jim Pat and

Mary Ann Thornton

Revocable Trust

(Jim Pat Thornton,

trustee)

Santa Fe, New

Mexico, USA


Genora Moore-

Canon

Roswell, New

Mexico, USA


Melissa Thornton

Stankus

Middleton,

Massachusetts,

USA

Homemaker Shareholder N/A Homemaker 0.20% N/A N/A

Floyd Eugene Covill,

Jr.

San Angelo, Texas,

USA

Insurance adjustor Director N/A N/A 2.68% N/A N/A

Charles Covill

New Braunfels,

Texas, USA

Retired/Salon owner Shareholder N/A Owner - Tuladoso, Inc. 1.32% N/A Tuladoso, Inc. (100%)

William Bond

McCamey, Texas,

USA


(1) (2) (3)(a) (3)(b) (3)(c) (4)(a) (4)(b) (4)(c)

Names & Address

(City, State,

Country)

Principal

Occupation if other

than with holding

company

Title & Position

with holding

company

Title & Position

with Subsidiaries

(include names of

subsidiaries)



Percentage of

Voting Securities

in holding

company

Percentage of

Voting Securities

in Subsidiaries

(include names

of subsidiaries)





securities held)


(1)(a)(b)(c) and (2)(a)(b)(c)

Form FR Y-6


Midland, Texas


Elizabeth L. Bentley

San Angelo, Texas,

USA


Norma

Shellenberger

Odessa, Texas,

USA

Retired product

demonstrator

Shareholder N/A N/A 1.67% N/A N/A

Lois North

Kellyville, NSW,

Australia

Missionary Shareholder N/A N/A 1.67% N/A N/A

King 2012 GST

Exempt Trust (Jim

King, trustee)

Fort Stockton,

Texas, USA

Petroleum product

distributor


Bentley King

Fort Stockton,

Texas, USA

Petroleum product

distributor

Director Director

(Security Bank)

Owner - Southwest Marketers, Inc.

Owner - Limpia Ranches

Partner - Limpia Properties

Partner - Limpia Logistics

Partner - Kent Southwest, LLC

Director - Pecos County State Bank

3.26% N/A Southwest Marketers, Inc. (100%)

Kent Southwest, LLC (40%)

Jim King

Midland, Texas,

USA

Petroleum product

distributor


John King

Del Rio, Texas, USA


Scott King

Midland, Texas,

USA


(1) (2) (3)(a) (3)(b) (3)(c) (4)(a) (4)(b) (4)(c)

Names & Address

(City, State,

Country)

Principal

Occupation if other

than with holding

company

Title & Position

with holding

company

Title & Position

with Subsidiaries

(include names of

subsidiaries)



Percentage of

Voting Securities

in holding

company

Percentage of

Voting Securities

in Subsidiaries

(include names

of subsidiaries)





securities held)


(1)(a)(b)(c) and (2)(a)(b)(c)

Form FR Y-6


Midland, Texas


Larry L. Bryant

Monahans, Texas,

USA

Oilfield equipment

rental business

owner

Director Director

(Security Bank)

President - Doc's Reverse Units, Inc.

President - WestStar Autoplex, LLC

Managing Partner - Bryant & Bryant Co.

Partner - Larry & Joshua Bryant DBA LB Ranch

Owner - Peggy-Bear Oil Co.

Partner - Bear Bryant Oil & Gas Co.

President - A & B Oil (division of Doc's)

8.26% N/A Doc's Reverse Units, Inc. (100%)

WestStar Autoplex, LLC (81.25%)

Bryant & Bryant Co. (50%)

Larry & Joshua Bryant DBA LB Ranch (50%)

Peggy-Bear Oil Co. (100%)

Bear Bryant Oil & Gas Co. (50%)

A & B Oil (100%)

Bruce Grady

McCamey, Texas,

USA

Merchant, rancher,

oilfield services

business owner

Director Director

(Security Bank)

Owner - Farm and Ranch, Pecos County, Texas

President - Grady Oil Co.

President - Sundance, LLC

CFO - Grady Rentals

1.00% N/A Farm and Ranch Pecos Co. (100%)

Grady Oil Co. (100%)

Sundance, LLC (100%)

Jarod Thomas,

Midland, Texas,

USA

Banker None Executive Officer,

CLO

(Security Bank)

N/A 0.00% N/A N/A

Lance McDougall

Midland, Texas,

USA

Banker CFO Executive Officer,

EVP/CFO/COO

(Security Bank)

N/A 0.00% N/A N/A

Art Hobbs

Midland, Texas,

USA

Banker None Executive Officer,

CCO

(Security Bank)

N/A 0.00% N/A N/A

Lindsay Ridgeway

Midland, Texas,

USA

Banker Controller Executive Officer,

VP/Controller

(Security Bank)

N/A 0.00% N/A N/A

Documents

Security Star Bancshares, Inc. - Dallasfed.org...Dec 31, 2018 · TOTAL ASSETS $99,076 $96,810 $100,852 $110,720 $119,516 LIABILITIES Current portion of Frost line of credit $328