UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13D
Under the
Securities Exchange Act of 1934
(Amendment
No. __)
1
Security
Federal Corporation
(Name of
Issuer)
Common
Stock, par value $0.01 per share
(Title of
Class of Securities)
813903101
(CUSIP
Number)
Timothy
W. Simmons
Security
Federal Corporation
238
Richland Ave., NW
Aiken,
South Carolina 29802
(803)
641-3000
(Name,
Address and Telephone Number of Person Authorized
to
Receive Notices and Communications)
September 29,
2010
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following
box
9
.
Note:
Schedules
filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits.
See
Rule 13d-7 for other
parties to whom copies are to be sent.
1
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
A
filed
@
for the
purpose of Section 18 of the Securities Exchange Act of 1934 (
A
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
).
CUSIP No.
813903101
|
SCHEDULE 13D
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Page 2 of 7
Pages
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1
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NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS
Timothy
W. Simmons
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2
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CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)
9
(b)
9
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3
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SEC
USE ONLY
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4
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SOURCE
OF FUNDS
PF
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5
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CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT
TO ITEMS 2(d) OR 2(e)
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o
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6
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CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States
|
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7
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SOLE
VOTING POWER
557,373
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8
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SHARED
VOTING POWER
93,646
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9
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SOLE
DISPOSITIVE POWER
557,373
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10
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SHARED
DISPOSITIVE POWER
93,646
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11
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AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
651,019
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12
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN
SHARES
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o
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13
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PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
26.5%
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14
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TYPE
OF REPORTING PERSON
IN
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Page 3 of 7 Pages
Item
1.
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Security
and Issuer
|
This
statement relates to the Common Stock of Security Federal Corporation (
A
Corporation
@
or
A
Issuer
@
). The
name and address of the principal executive offices of the Corporation, the
issuer of such securities, is as follows:
Security
Federal Corporation
238
Richland Avenue, West
Aiken,
South Carolina 29801
Item
2.
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Identity
and Background
|
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(a)
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This
Schedule 13D is filed on behalf of Timothy W. Simmons, the Reporting
Person.
|
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(b)
|
Mr.
Simmons
=
s
business address is:
|
238
Richland Avenue, West
Aiken,
South Carolina 29801
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(c)
|
Mr.
Simmons
=
s
principal occupation is President and Chief Executive Officer of the
Corporation and Chief Executive Officer of Security Federal Bank (“Bank”),
the Corporation’s financial institution subsidiary. Mr. Simmons
also serves as a member of the Board of Directors of the Corporation and
the Bank.
|
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(d)
|
During
the last five years, Mr. Simmons has not been convicted in a criminal
proceeding.
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(e)
|
During
the past five years, Mr. Simmons has not been a part to a civil proceeding
of a judicial or administrative body of competent jurisdiction and as a
result of such proceeding subjects or subjected Mr. Simmons 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.
|
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(f)
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Mr.
Simmons is a citizen of the United States of
America.
|
Item
3.
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Source
and Amount of Funds or Other
Consideration
|
On
September 29, 2010, Mr. Simmons purchased 400,000 shares of the Corporation’s
common stock, par value $0.01 per share (“Common Stock”), in a private offering
at a price of $10.00 per share for a total cost of $4.0 million.
Mr.
Simmons is an “accredited investor,” as defined in Rule 501 of Regulation D
under the Securities Act of 1933, as amended (the “Securities
Act”). The sale of the Common Stock to Mr. Simmons is exempt from
registration under the Securities Act pursuant to the exemption for
Page 4 of 7
Pages
transactions
by an issuer not involving any public offering under Section 4(2) of the
Securities Act and Regulation D thereunder. The 400,000 shares of
Common Stock sold to Mr. Simmons have not been registered under the Securities
Act or any state securities laws and may not be offered or sold in the United
States absent such registration or an applicable exemption from such
registration requirements.
Mr.
Simmons has also purchased or acquired the shares of Common Stock described in
this Schedule 13D with personal funds and other sources. Included in
the 557,373 shares of Common Stock Mr. Simmons has sole voting and dispositive
power over, are 12,942 shares held in his Individual Retirement
Account.
Mr.
Simmons also purchased $1.0 million of the Corporation’s 8.0% convertible senior
debentures on December 1, 2009. The debentures are due December 1,
2029 and are convertible into Common Stock of the Corporation, at a conversion
rate of 50 shares of common stock for each $1,000 principal amount of debentures
(equivalent to a conversion price of $20.00 per share), subject to adjustment in
certain events. The debentures held by Mr. Simmons may be converted
into 50,000 shares of Common Stock and these shares are also included in the
aggregate amount he owns.
Mr.
Simmons is also the beneficial owner of 93,646 shares of the Corporation
=
s Common
Stock held by his spouse, Monte W. Simmons, which includes debentures held by
Ms. Simmons that may be converted into 25,000 shares of Common
Stock.
Item
4. Purpose of Transaction
The purchase of the Common Stock by Mr.
Simmons on September 29, 2010 was in connection with the Corporation’s proposed
participation in the U.S. Department of the Treasury’s (“Treasury”) Community
Development Capital Initiative (“CDCI”), which was established under Treasury’s
Troubled Asset Relief Program (“TARP”). On December 19, 2008, the
Corporation received $18.0 million from Treasury for the sale of 18,000 shares
of the Corporation’s Fixed Rate Cumulative Perpetual Preferred Stock, Series A
(“Series A Preferred Stock”) pursuant to the TARP Capital Purchase
Program. If the Corporation participates in CDCI, it will: (i)
exchange each share of Series A Preferred Stock previously sold to and currently
held by Treasury for one share of a newly designated Fixed Rate Cumulative
Perpetual Preferred Stock, Series B (the “Series B Preferred Stock”),
liquidation preference amount $1,000 per share, of the Corporation and (ii) sell
an additional share of Series B Preferred Stock to Treasury for every $1,000 in
gross proceeds received from the Corporation’s private offering discussed
above. Because Mr. Simmons purchased $4.0 million in the private
offering, the Corporation may receive an additional $4.0 million investment from
Treasury pursuant to the CDCI.
Mr. Simmons is presently a Director,
President and Chief Executive Officer of the Issuer. The Reporting Person
intends to continue to participate in the management and operations of the
Issuer. The Reporting Person purchased the Common Stock for
investment purposes. Depending on market conditions, economic
conditions and any other relevant factors, the Reporting Person may
Page 5 of 7
Pages
alter his
holdings in the Common Stock through open market purchases or sales, or through
privately negotiated transactions. The Reporting Person intends to
evaluate his holdings in the Issuer on a continual basis.
The
Reporting Person has no present plans or proposals which relate to or would
result in: (a) The acquisition by any persons of additional securities of the
Issuer or the disposition of securities of the Issuer; (b) an extraordinary
corporate transaction, such as a merger, reorganization or liquidation,
involving the Issuer or any of its subsidiaries; (c) a sale or transfer of a
material amount of assets of the Issuer or any of its subsidiaries; (d) any
change in the present Board of Directors or management of the Issuer, including
any plans or proposals to change the number or term of directors or to fill any
existing vacancies on the Board; (e) any material change in the present
capitalization or dividend policy of the Issuer; (f) any other material change
in the Issuer
=
s business
or corporate structure; (g) changes in the Issuer
=
s charter,
bylaws or instruments corresponding thereto or other action which may impede the
acquisition of control of the Issuer by any person; (h) causing a class of
securities of the Issuer to be delisted from a national securities exchange or
to cease to be authorized or quoted in an inter-dealer quotation system of a
registered national securities association; (i) causing a class of securities of
the Issuer to become eligible for termination of registration pursuant to
Section 12(g)(4) of the Securities Exchange Act of 1934, as amended; or (j) any
action similar to any of those enumerated above.
Item
5. Interest in Securities of the Issuer
The
percentages used in this Schedule 13D are calculated based on the
Corporation
=
s 2,461,095
shares of outstanding Common Stock as of June 30, 2010.
(a)
|
Mr.
Simmons has beneficial ownership (as defined in Rule 13d-3) of 651,019
shares, or 26.5%, of the Corporation
=
s
Common Stock.
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(b)
|
Mr.
Simmons has sole voting and dispositive power with respect to 651,019
shares of Common Stock which includes 50,000 issuable upon the conversion
of debentures and 12,942 shares held in his Individual Retirement
Account.
|
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Mr. Simmons has
shared voting and investment power over 93,646 shares with his spouse
including 68,646 shares owned by his wife and 25,000 shares issuable upon
the conversion of debentures purchased by Ms. Simmons. Ms.
Simmons has not been convicted in a criminal proceeding (excluding traffic
violations or similar misdemeanors) during the last five
years. Ms. Simmons has not, during the last five years, been a
party to civil proceeding of a judicial or administrative body of
competent jurisdiction nor 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. Ms. Simmons is a United States
citizen.
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Page 6 of 7 Pages
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(c)
|
For
information required by this Item 5(c), reference is made to Item 4 above
which is incorporated herein by
reference.
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Item
6.
|
Contracts,
Arrangements, Understandings or Relationships
with Respect to Securities of the
Issuer
|
There are
no contracts, arrangements, understandings or relations with Mr. Simmons and any
other person with respect to the securities.
Item
7. Material to be Filed as Exhibits
None.
Page 7 of 7
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.
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September 29,
2010
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Date
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/s/Timothy W.
Simmons
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Signature
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Timothy W.
Simmons
|
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Name/Title
|
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