Annual Report of Holding Companies-FR Y-6. Date of Report {lop.lier holding company's fiscal year nd). December 31, Month I Day / Yr.
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1 F'R:Y-6 OMS h\l"wtr 7101).()291 Ac,clfO'll'III )lli!ff Nt1Wm1b8' HI Pa0f 1 0l2 Board of Governors of the Federal Reserve System Annual Report of Holding Companies-FR Y-6 Report at the close of business as of the end of flsc.al year This Report 1s required by law: Secbon 5(c)(1 )(A) of the Bank Hokfr,g Company Act (12 U.S.C. 1844(c)(1)(A)): sections 8(a) and 13{a) of tne lntemational Banking Act (12 U.S.C. 3106(a) and 3108(a)): soetions 11(a)(1). 25, and 25A of the Federal Reserve Act (12 U.S.C. 248(a)(\), 602, and 611a); und sections t13, , 618, and 809 of the Codd-Frank Act (12 U.S.C. 536\, , 1850a(c)(1), and 5468(b)( 1)). Relurn to the appropriate Federal Reseove Bank the original and the number of copies specified. NOTE: The Annual Rep0tt of Holding Com{>8nies must be signed by one direclor of the top-b'er holding company. This individual should also be a senior official of the top-iler holding company. In the event!hat the top-tier hotdlng company does not have an individual wllo 1s a senior oif'ocial and is also a direclor, the chairman ol llmi boatd must sign the report II lhe holding company is an ESOPIESOT 10tm4!d as a corporation or is an, see the General lnsttucdons lor tne authorized individual who must sign lite repo,t. I, Kenneth J. Bonnet Nan-,e ot 1M Hold'.ns; Compan t Oi,.;sot and Oft<iaJ Director & Secretary/freasnuer Till~ of U'le Holding C~ny Oireelot atld (l«iqal attest that the Annual Repo!I of Holmng Companies (including the supporting attactvoonts) fo, this report date has been prepared in conformance with the 1nslnuctions issued by tho Federal Reserve System and ace true and CO<Te<:I to the best of my ~now.edge and belief Wnh tesp/ict to 21/ormahon regarding individuals conramed in this rel)orl. the Reporter certifies Iha/ st has the autholity to provide this information to the Federal Rese,ve. The Reporter also cettifies Iha/ ii has the aurhonty, on behalf of eaeh individual, ro consent or object to public release of information regarding thal individual. Tho Federal Rese,ve may assume, in the absence of a request for confloential treatment submitted In accordance with the Bo.?rd's "Rules Regsrdlng Availability of Information, 12 C.F.R. Patt 261. that the Rspottsr ividual con, re eass of all da1aif he re individual. This report form is to be filed by all top.tier bank holding companies. top.tier savings and loan holding companies, and U.S.,ntormediate holding companies organized under U.S. law. and by any foreign banking organi2ation that does nol meel the reqwe menls of and is not treated as a qualifying fo<eign banking o,ganiuilion under Section of Regulation K ( 12 C.FR ). (See page one of the general instructions for mo,e deta~ of who must file.) The Federal Reseove may not conduct or sponsor, and an organization (o, a person) Is not requorcd to respond to, an information collection unless it displays a currenuy valod 0 MB control number. Date of Report {lop.lier holding company's fiscal year nd). December 31, 2017 Month I Day / Yr. NIA R1p(W'let'$ Legel Enllt'/ ~ (LEI) ( 2l).Cnaractct LEI Code) Repo<1er's Name. Street ar\d Ma1l1ng Address ~avanna-thomson lnvestrnen\,_,, ln,,c" l e;.ai Til!e QC tloldifllj Co~ny 302 Main Street, c/o Savanna-Thomson State Bank CMallng Mdieu of th ~oldin9 ComPfll\y) Slfttt I P.O. 80Jt Savanna IL Stale Person to whom questions about this report should be directed: Randolph J. Mihm CPA. Honkamp Krueger Name A1111 Codt / Phom, Numbtit I ExieR$iOl'I Artl Code I F,.::Y. ~umc.r rmihm@honkamp.com Oita ot Signature For holding companies ~ registered with the SEC Indicate status or Annual Report to Shareholders: 0 ls lnclude<i with the FR Y-E report 0 w,11 be sent undet separate cover (El 1, not prepared - For Fodoral R.. erve Bank Use Only RSSDID C.I :~~:;:~~=::r.~'."'.'.~.~-~- ~-~... 1::.:1--0~1 In acx:otdance "'"' the General lnsll\dons tor lhis repon (dlod<odrone). I. lone, justifvlng 1llis requhi is being p,oyic!od aior,g ~ ""' ropo, D 2. 8 ltttler JUSfilying this request has beon p,o\/ided eoarately... 0 NOTia: lnfonnation lor wl1ic:h can110ential troalmenl is being requested must be pro,,ioed oepwalefy and labeled as co-~al.'
2 Form FR Y-6 Savanna-Thomson Investment, Inc. Savanna, Illinois Fiscal Year Ending December 31, 2017 Report Item 1: The bank holding company is not required to prepare Form 10K with the SEC. The bank holding company does not prepare an annual report for its shareholders. 2a: Organizational Chart Savanna-Thomson Investment, Inc. (LEI: None) Savanna, Illinois (Incorporated in State of Illinois) 100% I Savanna-Thomson State Bank (LEI : None) Thomson, Illinois (Incorporated in State of Illinois) 2b: Domestic branch listing provided to the Federal Reserve Bank. 1
3 Results: A Hst of branches for your depository institution: SAVA NNA-THOMSON STATE BAN K (ID_RSSD: ). Th is depository institution is held by SAVANNA-TH OMSON INVESTMENT, INC. ( ) of SAVAN NA, IL. The data are as of 12/31/2017. Data reflects information that was received and processed through 01/04/2018. 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 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. Delet e: 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 ing this to your FRB contact, put your institution name, city and state in the subject line of the . 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, Delet e, or Add. The FR Y-10 report may be submitted in a hardcopy format or via the FR Y-10 Online application - 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 OK 2/26/2018 Full Service (Head Office) SAVANNA-THOMSON STAT BANK 2006 ILLINOIS ROUTE 84 THOMSON IL OK 2/26/2018 Full Service MOUNT CARROLL BRANCH 703 SOUTH AST STREET MOUNT CARROLL IL OK 2/26/2018 Full Service MAJN STREET OFFICE 302 MAIN STREET SAVANNA IL Zip Code County Country FDIC UNINUM* Office Number Head Office CARROLL UNITED STATES Not Required Not Required SAVANNA-THOMSON STAT BANK CARROLL UNITED STATES Not Required Not Required SAVANNA-THOMSON STATE BANK CARROLL UNITED STATES Not Required Not Required SAVANNA-THOMSON STAT BANK Head Office ID_RSSD* Comments
4 Form FR Y-6 Savanna-Thomson Investment, Inc. Fiscal Year Ending December 31, 2017 Current securities holders with ownership, control of holdings of 5% or more with power to vote as of fiscal year ending 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 (1)(a) Name and Address (City, State) (1 )(b) Country of Citizenship Or Incorporation (1)(c) Number and Percentage of Each Class of Voting Securities (2)(a) Name and Address (City, State) (2)(b) Country of Citizenship Or Incorporation (2)(c) Number and Percentage of Each Class of Voting Securities Robert A. Kehl Fulton, IL, USA 47, % Kristina L. Kehl Trust II Robert A. Kehl, Trustee Fulton, IL, USA 13, % Alexander J. Kruse Trust II Robert A. Kehl, Trustee Fulton, IL, USA 13, % Ruth A. Kehl Dubuque, IA, USA 48, % Judy A. Bonnet North Liberty, IA, USA 15, % Daniel J. Kehl Solon, IA, USA 14, % 2
5 Form FR Y-6 Savanna-Thomson Investment, Inc. Fiscal Year Ending December 31, 2017 Report Item 4: Insiders 1), (2), (3)(a)(b)(c) and (4)(a)(b)(c} (1) (2) (3)(a) (3)(b) (3)(c) (4)(a) (4)(b) (4)(c) Name & Address Principal Title & Title & Position with Title & Position with Other Percentage Percentage of List names of other companies (City, State, Country) Occupation if other Position with Subsidiaries (include Businesses (include names of of Voting ~oting (includes partnerships) if 25% or han with Holding Company Holding Company names of subsidiaries) other businesses) Securities in Holding Securities in Subsidiaries more of voting securities are held (list names of companies Company (include names ~nd percentage of voting pf subsidiaries) ~ecurities held) Robert A Kehl Fulton, IL, President, Kehl Management, Inc. President Chairman of the Board, Partner, Kehl Family Limited 46.96% Savanna-Thomson State Partnership Bank Shareholder, Director & President - Kehl Management, Inc. Shareholder, Director & Secretary - Kehl-Bonnet, Inc. Partner, KK & B Real Estate, Shareholder, CFB Holding Co. Partner, R.A. Kehl, Shareholder, KB Air, Inc. Director, Kehl Family Foundation Director, Grand Falls Casino & Resort, Director, Riverside Casino &Golf Resort, Shareholder, Kehl Development Corporation Partner, Kehl Group, Partner, KKMB, Shareholder, Maximum Bancshares Partner, Lyon Investment, Partner, Kehl Huntsville, Partner, Kehl Management Lyon County, Shareholder & Director, Kehl 3 None Kehl Management, Inc. 45% Kehl-Bonnet, Inc. 45% KB Air, Inc. 50% R.A. Kehl, 100% KKMB, 47% Kehl Huntsville, 33.3% Kehl Management Lyon County, 45% Kehl Gaming Ventures, Inc. 50% Kehl Management-Scott County, 45%
6 Gaming Ventures, Inc. Unit Holder and Manager, Kehl Group Scott County, Director, Scott County Casino, Director, Rhythm City Casino, Director, Lyon County Resort & Casino, Partner & Manager, Kehl Management-Scott County, Director, Washington County Casino Resort, Director, Elite Casino Resort, Director, Catfish Bend Casino, Trustee, Kristina L. Kehl Trust II Trustee, Alexander J. Kruse Trust II Manager, Gaming Acquisitions, Manager, Gaming Acquisitions II, Manaqer, Kehl Futures, Kenneth J. Bonnet Director& Director & Secretary, CFO - Kehl Management, Inc. 0% None KB Air, Inc. 50% North Liberty, IA, United ~ecretary/ ~avanna-thomson State Shareholder & CFO - Kehl- Riverside Management, ~tales lfreasurer Bank Bonnet, Inc. 50% Shareholder & President - KB Air, Inc. Manager, KJ Bonnet, Director, Kehl Family Foundation Partner & Manager, Riverside Management, Manager, Catfish Bend Riverside, Director & CFO, Riverside Casino & Golf Resort, Partner & Manager, KKMB, Partner & Manager, Kehl Management Lyon County, Partner & Manager, Lyon Investment, 4
7 Shareholder & Director, Maximum Bancshares, Inc. Partner & Manager, KK&B Real Estate, CFO, Kehl Family Limited Partnership CFO, Kehl Development Corporation Director, Fidelity Bank Director & CFO, Washington County Casino Resort, Director & CFO, Lyon County Resort &Casino, Director & CFO, Grand Falls Casino Resort, Manager, BRD, Manager, Kehl-Huntsville, Manager, Kehl Group, Manager, Kehl Group II, Manager, Kehl Investments of Nevada, Manager, Kehl Investments Cap V, CFO & Manager, Kehl Group Scott County, Partner & Manager, Kehl Management Scott County, CFO & Director, Grand Falls Casino Resort, CFO & Director, Scott County Casino, CFO & Director, Rhythm City Casino, CFO & Director, Elite Casino Resorts, Ruth A. Kehl Shareholder, Savanna- Director & Secretary -Kehl 30.54% None R& R Kehl, 100% Dubuque, IA, rthomson State Bank Family Foundation K K &B Real Estate, 50% Director & President, Kehl Kehl Gaming Ventures, Inc, Development Corp. 50% Director, Grand Falls Casino & Resort, Director, Riverside Casino & Golf Resort, Director, Catfish Bend Riverside, Director, Scott County Casino, 5
8 Director, Rhythm City Casino, Partner, R& R Kehl, Partner, Tanameva Resort Partners, Partner, Kehl Group, Partner, Lyon Investment, Partner, Kehl Huntsville, Partner, K K & B Real Estate, Manager, BRO Investments, Shareholder & Director, Kehl Gaming Ventures, Inc. Manager, Kehl Investment Cap V, Manager, Kehl Investments of Nevada, Manager, Lyon County Resort & Casino, Manager, Washington County Casino Resort, Director, Elite Casino Resorts, Daniel J. Kehl Shareholder, Savanna- Manager, Riverside Holdings, 9.20% None Kehl Asset Allocation, Solon, IA, Thomson State Bank 50% Manager, Low Tide, Riverside Holdings, 60% Manager, Kehl Asset Low Tide, 50% Allocation, Riverside Management, Manager, Riverside 50% Management, Kehl Management Scott Manager, KKMB County, 45% Manager, Kehl Management - Lyon County, Manager, Kehl Management - Scott County, Manager, Kehl Group Scott County, Manager, Lyon Investment, Shareholder, KK&B Real Estate Developers Shareholder, Kehl Development Corporation Shareholder, Maximum Bancshares Secretary & Director, Kehl Manaqement, Inc. 6
9 Secretary & Director, Kehl - Bonnet, Inc. General Partner, Kehl Family Limited Partnership CEO & Director, Lyon County Resort & Casino, CEO & Director, Riverside Casino and Golf Resort, Director, Catfish Bend Riverside, Director, Kehl Family Foundation Manager, Kehl Management Scott County, Manager, BRD Investments, Manager, Kehl Huntsville, Manager, Kehl Group, Manager, Kehl Group II, Manager, Kehl Investment Cap V, Manager, Kehl Investments of Nevada, Manager, Riverside Holdings, Manager, Kehl Group Scott County, CEO & Director, Grand Falls Casino Resort, CEO & Director, Washington County Casino Resort, CEO & Director, Rhythm City Casino, CEO & Director, Scott County Casino, CEO & Director, Elite Casino Resorts, Manager, Gaming Acquisitions, Manager, Gaming Acquisitions II, Manager, Kehl Futures, Partner, KKNB Real Estate, 7
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