republic steve 13ga 2006
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G/A
Under
the
Securities Exchange Act of 1934
(Amendment
No. 6)
REPUBLIC
BANCORP, INC.
(Name
of
Issuer)
CLASS
A
COMMON STOCK, NO PAR VALUE
(Title
of
Class of Securities)
760281
204
(CUSIP
Number)
December
31, 2005
(Date
of
Event Which Requires Filing of This Statement)
Check
the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
[
] Rule
13d-l(b)
[
] Rule
13d-l(c)
[X] Rule
13d-1(d)
*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 the
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).
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(1)
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Names
of Reporting Persons
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Steven
E. Trager
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I.R.S.
Identification Nos. of Above Persons (entities only)
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(2)
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Check
the Appropriate Box if a Member of a Group
(See
Instructions)
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(a)
(b)
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[
]
[
]
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(3)
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SEC
Use Only
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(4)
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CITIZENSHIP
OR PLACE OF ORGANIZATION
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U.S.
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Number
of Shares Beneficially Owned by Each Reporting Person With:
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(5)
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Sole
Voting Power
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124,657.5
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(1)(2)
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(6)
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Shared
Voting Power
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8,506,665.4
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(1)(3)
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(7)
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Sole
Dispositive Power
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124,657.5
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(1)(2)
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(8)
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Shared
Dispositive Power
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8,506,665.4
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(1)(3)
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(9)
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Aggregate
Amount Beneficially Owned by Each Reporting Person
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8,631,322.9
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(1)(2)(3)
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(10)
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Check
if the Aggregate Amount in Row (9) Excludes Certain Shares (See
Instructions)
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[
]
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(11)
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Percent
of Class Represented by Amount in Row 9
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49.3
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(4)
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(12)
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Type
of Reporting Person (See Instructions)
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IN
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----------
(1) Reflects
a stock dividend declared on January 21, 2005, of .05 shares of Class A Common
Stock per outstanding share of Class A Common Stock and .05 shares of Class
B
Common Stock per outstanding share of Class B Common Stock, paid to holders
of
record on March 25, 2005.
(2) Includes
15,434 shares of Class B Common Stock held by the reporting person and 1,102
shares of Class B Common Stock held in the Issuer’s 401(k) plan. Class B Common
Stock is immediately convertible into Class A Common Stock on a one share for
one share basis. Also includes 16,537 shares of Class A Common Stock that can
be
acquired under currently exercisable options, 2,028.5 shares of Class A Common
Stock allocated to the reporting person under the Republic Bancorp, Inc.
Employee Stock Ownership Plan (the “ESOP”), and 6,870 shares of Class A Common
Stock held in the Issuer’s 401(k) plan. Does not include an undetermined number
of shares of Class A Common Stock to be allocated to the reporting person under
the ESOP as of December 31, 2005, for which the reporting person has not yet
received a plan statement.
(3) Includes
6,508,731 shares of Class A Common Stock held of record by Teebank Family
Limited Partnership (“Teebank”), 842,292 shares of Class B Common Stock held of
record by Teebank, 680,334 shares of Class A Common Stock held of record by
Jaytee Properties Limited Partnership (“Jaytee”), and 152,441 shares of Class B
Common Stock held of record by Jaytee. The reporting person is a general and
a
limited partner, and trusts for the benefit of, among others, the reporting
person, his wife and the reporting person’s two minor children, are limited
partners, of Teebank and Jaytee. Also includes 157,727.4 unallocated shares
of
Class A Common Stock held by the ESOP, of which the reporting person is a member
of the Administrative and Investment Committees. Also includes 6,783 shares
of
Class A Common Stock held by Mrs. Steven E. Trager. Also includes 158,357 shares
of Class A Common Stock held of record by Trager Family Foundation, Inc., a
501(c) (3) corporation of which the reporting person is a director.
(4) Percentage
was calculated based on the number of shares of Class A Common Stock outstanding
as of December 31, 2005 (16,494,429) plus the securities beneficially owned
by
the reporting person that are currently exercisable for or convertible into
shares of Class A Common Stock (1,027,806).
ITEM
1(a). NAME
OF
ISSUER:
Republic
Bancorp, Inc.
ITEM
l(b). ADDRESS
OF ISSUER’S PRINCIPAL EXECUTIVE OFFICES:
601
West
Market Street
Louisville,
Kentucky 40202
ITEM
2(a). NAME
OF
PERSON FILING:
Steven
E.
Trager
ITEM
2(b). ADDRESS
OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
601
West
Market Street
Louisville,
Kentucky 40202
ITEM
2(c). CITIZENSHIP:
U.S.
ITEM
2(d). TITLE OF CLASS OF SECURITIES:
Class
A
Common Stock, no par value per share
ITEM
2(e). CUSIP
NUMBER:
760281
204
ITEM
3. IF
THIS
STATEMENT IS FILED PURSUANT TO SECTIONS 240.13d-1(b) OR 240.13d-2(b)
OR (c), CHECK WHETHER
THE PERSON
FILING IS A:
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(a)
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[
]
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Broker
or Dealer registered under section 15 of the Act (15 U.S.C.
78o).
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(b)
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[
]
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Bank
as defined in Section 3(a)(6) of the Act (15 U.S.C.
78c).
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(c)
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[
]
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Insurance
Company as defined in Section 3(a)(19) of the Act (15 U.S.C.
78c).
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(d)
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[
]
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Investment
Company registered under Section 8 of the Investment Company Act
of 1940
(15 U.S.C. 80a-8).
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(e)
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[
]
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An
investment adviser in accordance with Section
240.13d-1(b)(1)(ii)(E).
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(f)
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[
]
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An
employee benefit plan or endowment fund in accordance with Section
240.13d-l(b)(1)(ii)(F).
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(g)
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[
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A
parent holding company or control person in accordance with Section
240.13d-1(b)(1)(ii)(G).
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(h)
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[
]
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A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act (12 U.S.C. 1813).
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(i)
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[
]
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A
church plan that is excluded from the definition of an investment
company
under Section 3(c)(14) of the Investment Company Act of 1940 (15
U.S.C.
80a-3).
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(j)
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[
]
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Group,
in accordance with Section
240.13d-1(b)(1)(ii)(J).
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If
this
statement is filed pursuant to Section 240.13d-1(c), check this box. (
)
ITEM
4. OWNERSHIP.
Provide
the following information
regarding
the aggregate number and percentage of the class of securities of the Issuer
identified in item 1.
(a) Amount
Beneficially Owned: Steven E. Trager is the beneficial owner of 8,631,322.9
shares of Class A Common Stock of Republic Bancorp, Inc.(1)(2)(3)
(b) Percent
of Class: Steven E. Trager is the beneficial owner of 49.3% of the Class A
Common Stock of Republic Bancorp, Inc.(4)
(c) Number
of
shares as to which the person has:
(i) Sole
power to vote or to direct the vote
124,657.5(1)(2)
(ii) Shared
power to vote or to direct the vote
8,506,665.4(1)(3)
(iii) Sole
power to dispose or to direct the disposition of
124,657.5(1)(2)
(iv) Shared
power to dispose or to direct the disposition of
8,506,665.4(1)(3)
Instruction. For
computations regarding securities which represent a
right
to acquire an underlying security see Section 240.13d-3(d)(1).
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(1) Reflects
a stock dividend declared on January 21, 2005, of .05 shares of Class A Common
Stock per outstanding share of Class A Common Stock, and .05 shares of Class
B
Common stock per outstanding share of Class B Common Stock, paid to holders
of
record on March 25, 2005.
(2) Includes
15,434 shares of Class B Common Stock held by the reporting person and 1,102
shares of Class B Common Stock held in the Issuer’s 401(k) plan. Class B Common
Stock is immediately convertible into Class A Common Stock on a one share for
one share basis. Also includes 16,537 shares of Class A Common Stock that can
be
acquired under currently exercisable options, 2,028.5 shares of Class A Common
Stock allocated to the reporting person under the Republic Bancorp, Inc.
Employee Stock Ownership Plan (the “ESOP”), and 6,870 shares of Class A Common
Stock held in the Issuer’s 401(k) plan. Does not include an undetermined number
of shares of Class A Common Stock to be allocated to the reporting person under
the ESOP as of December 31, 2005, for which the reporting person has not yet
received a plan statement.
(3) Includes
6,508,731 shares of Class A Common Stock held of recor d by Teebank, 842,292
shares of Class B Common Stock held of record by Teebank, 680,334 shares of
Class A Common Stock held of record by Jaytee, and 152,441 shares
of
Class B Common Stock held of record by Jaytee. The reporting person is a general
and a limited partner, and trusts for the benefit of, among others, the
reporting person, his wife and the reporting person’s two minor children, are
limited partners, of Teebank and Jaytee. Also includes 157,727.4
unallocated
shares
of Class A Common Stock held by the ESOP, of which the reporting person is
a
member of the Administrative and Investment Committees. Also includes 6,783
shares of Class A Common
Stock held by Mrs. Steven E. Trager. Also includes 158,357 shares of Class
A
Common Stock held of record by Trager Family Foundation, Inc., a 501(c)(3)
corporation of which the reporting person is a director.
(4) Percentage
was calculated based on the number of shares of Class A Common Stock outstanding
as of December 31, 2005 (16,494,429) plus the securities beneficially owned
by
the reporting person that are currently exercisable for or convertible into
shares of Class A Common Stock (1,027,806).
ITEM
5. OWNERSHIP
OF FIVE PERCENT OR LESS OF A CLASS.
If
this
statement is being filed to report the fact that as of the date hereof the
reporting person has ceased to be the beneficial owner of more than five percent
of the class of securities, check the following [ ].
ITEM
6. OWNERSHIP
OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
If
any
other person is known to have the right to receive or the power to direct the
receipt of dividends from, or the proceeds from the sale of, such securities,
a
statement to that effect should be included in response to this item and, if
such interest relates to more than five percent of the class, such person should
be identified. A listing of the shareholders of an investment company registered
under the Investment Company Act of 1940 or the beneficiaries of employee
benefit plan, pension fund or endowment fund is not required.
The
reporting person and Bernard M. Trager, as co-general partners, may have the
power to direct the receipt of dividends from, or the proceeds from the sale
of,
the Issuer’s securities held by Teebank and Jaytee (each of which is a
beneficial owner of more than five percent of the class). The reporting person,
with Bernard M. Trager, Jean S. Trager and Shelley Trager Kusman, the other
directors of Trager Family Foundation, Inc. may have the power to direct the
receipt of dividends from, or the proceeds from the sale of, the Issuer’s
securities by such corporation. As the holder of 6,783 shares of Class A Common
Stock, Mrs. Steven Trager may have the right to receive and the power to direct
the receipt of dividends from, or the proceeds from the sale of, such shares.
In
addition, Bernard M. Trager, Scott Trager and Sheldon G. Gilman as trustee
(each
a beneficial owner of more than five percent of the class), among others, are
limited partners of Teebank and Jaytee, and thereby possess the right to receive
dividends from or the proceeds from the sale of pro rata interests in the
Issuer’s securities upon distribution of assets from Teebank and
Jaytee.
Members
of the Administrative Committee of the ESOP may have the power to direct the
receipt of dividends from, or proceeds from the sale of such securities. In
addition, participants in the ESOP may have the right to receive or the power
to
direct the receipt of dividends from, or proceeds from the sale of such
securities.
ITEM
7. IDENTIFICATION
AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED
ON BY THE PARENT HOLDING COMPANY.
If
a
parent holding company has filed this Schedule, pursuant to Rule
13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating
the
identity and the Item 3 classification of the relevant subsidiary. If a parent
holding company has filed this Schedule pursuant to Rule 13d-1(c), attach an
exhibit stating the identification of the relevant subsidiary.
Not
applicable.
ITEM
8. IDENTIFICATION
AND CLASSIFICATION OF MEMBERS OF THE GROUP.
If
a
group has filed this Schedule pursuant to Section 240.13d-1(b)(1)(ii)(J), so
indicate under Item 3(j) and attach an exhibit stating the identity and Item
3
classification of each member of the group. If a group has filed this Schedule
pursuant to Section 240.13d-1(d), attach an exhibit stating the identity of
each
member of the group.
Not
applicable.
ITEM
9. NOTICE
OF
DISSOLUTION OF GROUP.
Notice
of
dissolution of a group may be furnished as an exhibit stating the date of the
dissolution and that all further filings with respect to transactions in the
security reported on will be filed, if required, by members of the group, in
their individual capacity. See Item 5.
Not
applicable.
ITEM
10. CERTIFICATION.
Not
applicable.
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.
February
13, 2006 /s/
STEVEN E. TRAGER
Steven
E.
Trager