UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported) | December 1, 2011 (November 28, 2011) | ||||
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1st Franklin Financial Corporation | |||||
(Exact name of registrant as specified in its charter) | |||||
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Georgia | 2-27985 | 58-0521233 | |||
(State or other jurisdiction | (Commission File Number) | (IRS employer | |||
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213 East Tugalo Street, P.O. Box 880, Toccoa, Georgia | 30577 | ||||
(Address of principal executive offices) | (Zip Code) | ||||
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Registrant's telephone number, including area code | (706) 886-7571 | ||||
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n/a | |||||
(Former name or former address, if changed since last report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Section 5 Corporate Governance and Management
Item 5.01 Changes in Control of Registrant.
On November 28, 2011, Ben F. Cheek, III, Chairman and Chief Executive Officer of 1st Franklin Financial Corporation (the Company), as a part of his estate planning activities, transferred his 1,160 shares (representing approximately 68.2%) of the Companys voting common stock, $100.00 par value per share (the Common Stock), to his adult children, Ben F. Cheek, IV, the Companys Vice Chairman, Virginia C. Herring, the Companys President, and David W. Cheek. As a result of such transfer, Ben F. Cheek, IV, Virginia C. Herring and David W. Cheek each own approximately 37.9%, 37.9% and 24.2%, respectively, of the Common Stock.
There are no arrangements or understandings among any of the foregoing individuals with respect to the election of directors of the Company or any other matters, nor are any of such individuals aware of any arrangements which may result in a subsequent change of control of the Company.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
1ST FRANKLIN FINANCIAL CORPORATION
By: /s/ A. Roger Guimond
Name: A. Roger Guimond
Title: Executive Vice President and
Chief Financial Officer
Date: December 1, 2011
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