GREAT PLAINS ENERGY, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
394 1164 10
(CUSIP Number)
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
1. |
Name of Reporting Person S.S. or I.R.S. Identification No. of above person: UMB BANK, n.a. ("UMB") |
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2. |
Check the Appropriate box if a member of a group (a) [ ] (b) [ X ] |
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3. |
SEC Use Only |
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4. |
Citizenship or Place of Organization: United States |
Number of Shares Beneficially owned by UMB With: |
5. |
Sole Voting Power: 272,174. UMB disclaims
beneficial ownership of these shares. |
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6. |
Shared Voting Power: 3,175,781 UMB disclaims
beneficial ownership of these shares which include 3,163,481 shares held as
trustee of the Great Plains Energy Incorporated Cash or Deferred
Arrangement Employee Savings Plus Trust - Great Plains Stock ESOP Component
("Plan"). |
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7. |
Sole Dispositive Power: 257,403. UMB
disclaims beneficial ownership of these shares. |
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8. |
Shared Dispositive Power: 3,241,557. UMB
disclaims beneficial ownership of these shares, which include 3,163,481
shares held as trustee of the Plan. |
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9. |
Aggregate Amount Beneficially Owned by UMB: 3,498,960. UMB disclaims
beneficial ownership of these shares, which include 3,163,481 shares held
by the trustees of the Plan. |
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10. |
Check Box if the Aggregate Amount in Row (9) excludes Certain
Shares: [X] Such amount excludes 194,532 shares of
the Issuer's Common Stock held in custody accounts by UMB for which UMB has
no voting or dispositive power. |
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11. |
Percent of Class Represented by Amount in Row 9:
5.65% |
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12. |
Type of Reporting Person: BK |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
1. |
Name of Reporting Person S.S. or I.R.S. Identification No. of above person: UMB FINANCIAL CORPORATION ("UMBFC") |
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2. |
Check the Appropriate box if a member of a group (a) [ ] (b) [X] |
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3. |
SEC Use Only |
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4. |
Citizenship or Place of Organization: Missouri |
Number of Shares Beneficially owned by UMBFC With: |
5. |
Sole Voting Power: - 0 - |
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6. |
Shared Voting Power: - 0 - |
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7. |
Sole Dispositive Power: - 0 - |
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8. |
Shared Dispositive Power: - 0 - |
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9. |
Aggregate Amount Beneficially Owned by UMBFC: - 0 -
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10. |
Check Box if the Aggregate Amount in Row (9) excludes Certain
Shares: [X] Such amount excludes 3,693,492
shares of the Issuer's Common Stock held by UMB in various capacities as to
which UMBFC has no voting or dispositive power. |
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11. |
Percent of Class Represented by Amount in Row 9:
0% |
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12. |
Type of Reporting Person: HC |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
1. |
Name of Reporting Person S.S. or I.R.S. Identification No. of above person: Great Plains Energy Incorporated Cash or Deferred Arrangement Employee Savings Plus Trust - Great Plains Stock ESOP Component ("Plan") |
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2. |
Check the Appropriate box if a member of a group (a) [ ] (b) [X] |
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3. |
SEC Use Only |
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4. |
Citizenship or Place of Organization: United States |
Number of Shares Beneficially owned by Plan With: |
5. |
Sole Voting Power: - 0 - |
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6. |
Shared Voting Power: - 0 - |
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7. |
Sole Dispositive Power: - 0 - |
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8. |
Shared Dispositive Power: 3,163,481.
Beneficial ownership is disclaimed as to all of these shares, which are
held on behalf of the Plan |
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9. |
Aggregate Amount Beneficially Owned by Plan:
3,163,481. Beneficial ownership of these shares is disclaimed
as to all shares which are held on behalf of Plan and have been allocated
to the accounts of participants. |
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10. |
Check Box if the Aggregate Amount in Row (9) excludes Certain
Shares: [ ] |
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11. |
Percent of Class Represented by Amount in Row 9:
5.11% |
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12. |
Type of Reporting Person: EP |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 |
Item 1 | (a) |
Name of Issuer: Great Plains Energy, Inc., |
Item 1 | (b) |
Address of Issuer's Principal Executive Offices: 1201 Walnut St., Kansas City, Missouri 64016 |
Item 2 | (a) |
Names of Persons Filing: (i) UMB Bank, n.a. ("UMB") (ii) UMB Financial Corporation ("UMBFC") (iii) Great Plains Energy Incorporated Cash or Deferred Arrangement Employee Savings Plus Trust - Great Plains Stock ESOP Component ("Plan") |
Item 2 | (b) |
Address of Principal Business or, if none, Residence: Both UMB and UMBFC maintain their principal executive offices at, and the address for the Plan is, 1010 Grand Boulevard, Kansas City, Missouri 64106 |
Item 2 | (c) |
Citizenship: UMBFC is a corporation organized under the laws of the State of Missouri, UMB is a national banking association chartered by the United States and the Plan is a trust organized in the State of Missouri. |
Item 2 | (d) |
Title of Class of Securities: Common stock, no par value (the "Common Stock"). |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
Item 2 | (e) |
CUSIP Number: 394 1164 10 |
Item 3 |
If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b),
check whether the person filing is a: |
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(a) |
[ ] Broker or Dealer under
Section 15 of the Act |
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(b) |
[ X ] Bank as defined in section 3(a)(6) of the Act (UMB)
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(c) |
[ ] Insurance Company as
defined in section 3(a)(19) of the Act |
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(d) |
[ ] Investment Company
registered under section 8 of the Investment Company Act
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(e) |
[ ] Investment Adviser
registered under section 203 of the Investment Advisers Act of
1940 |
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(f) |
[ X ] Employee Benefit Plan, Pension Fund which is
subject to the provisions of the Employee Retirement Income Security Act of
1974 or Endowment Fund; see Section 240.13d-1(b)(1)(ii)(F) (Casey's
ESOP) |
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(g) |
[ X ] Parent Holding Company, in accordance with Section
240.13d-1(b)(ii)(G) (Note: See Item 7) (UMBFC) |
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(h) |
[ ] Group, in accordance with
Section 240.13d-1(b)(1)(ii)(H) |
Plan may be deemed to beneficially own in
excess of 5% of the Issuer's Common Stock and is filing this statement as a
result thereof. As trustee of the Plan, UMB may have certain dispositive
powers over such shares and is filing this schedule as a result of having
such powers. UMBFC owns 100 percent of the outstanding stock of UMB and is
filing this statement solely as a result of such stock
ownership. |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
Item 4 |
Ownership. |
The Plan may be deemed to beneficially own certain
shares of Issuer's Common Stock the Great Plains Energy Incorporated Cash
or Deferred Arrangement Employee Savings Plus Trust - Great Plains Stock
ESOP Component. UMB serves as trustee for the Plan. Plan participants
exercise voting and certain dispositive powers over Plan shares allocated
to their accounts as they have the right to direct the voting of such
shares and the tendering of such shares in response to a tender offer or
other purchase offer. To the extent that participants in the Plan do not
give voting instructions to UMB, as trustee of the Plan, such shares of the
Issuer's Common Stock held by the Plan are voted in accordance with the
guidelines established by the UMB Trust Policy Committee. The shares of Issuer's Common Stock held by the Plan that are allocated to participants' accounts are disposed of in response to a tender offer, exchange offer, or other offer to purchase at the direction of the participants. If disposition instructions with respect to such an offer are not given by the participants to UMB, as trustee, it will dispose of all shares for which no instructions are received in response to a tender or other offer in accordance with the guidelines established by the UMB Trust Policy Committee. All shares of Issuer's Common Stock held by the Plan are allocated to the accounts of the participants in the plan, and beneficial ownership is disclaimed as to those shares. With respect to the shares of Common Stock held in other capacities, UMB may also be deemed to have either sole or shared voting power over certain of such shares, but disclaims beneficial ownership over such shares. UMB disclaims beneficial ownership over and has not included in the Schedule 13G any and all shares of the Issuer's Common Stock held in custodial and other capacities over which UMB has no voting or dispositive power (either by itself or with others). Therefore, Plan may be deemed to beneficially own shares of the Issuer's Common Stock as follows: |
(a) |
Amount Beneficially Owned: 3,163,481. Beneficial ownership is disclaimed as
to all of these shares. |
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(b) |
Percent of Class: 5.11% |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
(c) |
Number of shares as to which such person has: (i) sole power to vote or to direct the vote: - 0 - (ii) shared power to vote or to direct the vote: - 0 - (iii) sole power to dispose or to direct the disposition: - 0 - (iv) shared power to dispose or to direct the disposition: 3,163,481 shares. Plan disclaims beneficial ownership of these shares. |
UMB may be deemed to beneficially own certain
shares of Issuer's Common Stock, including shares held by Plan and shares
of Common Stock held in other capacities. As trustee, UMB may be deemed to
have voting or dispositive power over the shares of Common Stock held by
Plan, even though UMB disclaims beneficial ownership over such shares. With
respect to the shares of Common Stock held in other capacities, UMB may
also be deemed to have either sole or shared voting power over certain of
such shares, but disclaims beneficial ownership over such shares. UMB
Disclaims beneficial ownership over and has not included in this Schedule
13G any and all shares of the Issuer's Common Stock held in custodial and
other capacities over which UMB has no voting or dispositive power. Therefore UMB may be deemed to beneficially own shares of the Issuer's Common Stock as follows: |
(a) |
Amount Beneficially Owned: 3,498,960. UMB disclaims beneficial ownership of
these shares, which include 3,163,481 shares held by the trustees of the
Plan. Such amount excludes 194,532 shares of the Issuer's Common Stock held
in custody accounts by UMB for which UMB has no voting or dispositive
power.. |
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(b) |
Percent of Class: 5.65% |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
(c) |
Number of shares as to which such person has: (i) sole power to vote or to direct the vote: 272,174. UMB disclaims beneficial ownership of these shares. (ii) shared power to vote or to direct the vote: 3,175,781. UMB disclaims beneficial ownership of these shares which include 3,163,481 shares held as trustee of the Plan (iii) sole power to dispose or to direct the disposition: 275,403. UMB disclaims beneficial ownership of these shares. (iv) shared power to dispose or to direct the disposition: 3,241,557. UMB disclaims beneficial ownership of these shares, which include 3,163,481 shares held as trustee of the Plan. |
UMBFC does not own of record any shares of the
Issuer's Common Stock and does not exercise or direct the exercise of any
voting or dispositive power over the shares of the Issuer's Common Stock
reported herein and is precluded by applicable law from directing the
exercise of such power over said shares of the Issuer's Common Stock held
by UMB. |
Item 5 |
Ownership of Five Percent or Less of a Class. Not Applicable. |
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Item 6 |
Ownership of More than Five Percent on Behalf of Another Person. Not Applicable |
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Item 7 |
Identification and Classification of the Subsidiary which Acquired the
Security Being Reported on by the Parent Holding Company. Information as to UMB, which is jointly filing this statement with UMBFC, is presented above. |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
Item 8 |
Identification and Classification of Members of the Group. Not Applicable. |
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Item 9 |
Notice of Dissolution of Group. Not Applicable. |
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Item 10 |
Certification. See below. |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
SIGNATURE |
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By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the ordinary course of
business and were not acquired for the purpose of and do not have the effect of
changing or influencing the control of the issuer of such securities and were
not acquired in connection with or as a participant in any transaction having
such purposes or effect. 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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UMB Bank, n.a. |
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Dated: February 14, 2002 |
By /s/ Dennis R. Rilinger ------------------------------------ Dennis R. Rilinger, Executive Vice President and Corporate Secretary UMB Financial Corporation |
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Dated: February 14, 2002 |
By /s/ Dennis R. Rilinger ------------------------------------ Dennis R. Rilinger, Executive Vice President and Corporate Secretary UMB Financial Corporation Inc. Employee Stock Ownership Plan and Trust By: UMB Bank, n.a., Trustee |
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Dated: February 14, 2002 |
By /s/ Dennis R. Rilinger ------------------------------------ Dennis R. Rilinger, Executive Vice President and Corporate Secretary |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
EXHIBIT INDEX |
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EXHIBIT |
Document | Page No. |
A. | Joint Filing Agreement |
CUSIP NO. 394 1164 10 | SCHEDULE 13G |
EXHIBIT A JOINT FILING AGREEMENT |
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In accordance with Rule 13d-1(k) under the Securities
Exchange Act of 1934, as amended, the persons named below agree to the joint
filing on behalf of each of them of the Schedule 13G to which this Exhibit is
attached with respect to the Common Stock, no par value, of Great Plains Energy,
Inc., a Missouri corporation, and consent to this Joint Filing Agreement being
included as an Exhibit to such filing. In evidence thereof the undersigned
hereby execute this Agreement this 14th day of February, 2002.
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UMB Bank, n.a. |
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Dated: February 14, 2002 |
By /s/ Dennis R. Rilinger ------------------------------------ Dennis R. Rilinger, Executive Vice President and Corporate Secretary UMB Financial Corporation |
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Dated: February 14, 2002 |
By /s/ Dennis R. Rilinger ------------------------------------ Dennis R. Rilinger, Executive Vice President and Corporate Secretary UMB Financial Corporation Inc. Employee Stock Ownership Plan and Trust By: UMB Bank, n.a., Trustee |
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Dated: February 14, 2002 |
By /s/ Dennis R. Rilinger ------------------------------------ Dennis R. Rilinger, Executive Vice President and Corporate Secretary |