| Item 1. | |
| (a) | Name of issuer:
USIO, INC. |
| (b) | Address of issuer's principal executive offices:
3611 Paesanos Parkway Suite 300 San Antonio, Texas 78231 |
| Item 2. | |
| (a) | Name of person filing:
(i) Whittier Holdings, Inc., a Nevada corporation and holding Company of WTC and WTCN ("WHI");
(ii) Whittier Trust Company, a California corporation and a California state chartered trust company ("WTC"). |
| (b) | Address or principal business office or, if none, residence:
The address of the principal business office of WHI is 100 W. Liberty St., Suite 890, Reno, NV 89501. The address of the principal business office of WTC is 177 E. Colorado Blvd., Suite 800, Pasadena, CA 91105. |
| (c) | Citizenship:
WHI is a Nevada corporations.
WTC is a California corporation. |
| (d) | Title of class of securities:
Common Stock |
| (e) | CUSIP No.:
917313108 |
| Item 3. | If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a: |
| (a) |  Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
| (b) |  Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
|
| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
|
| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
|
| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
|
| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
| (i) | 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);
|
| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
|
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
|
| | |
| Item 4. | Ownership |
| (a) | Amount beneficially owned:
2,805,752 |
| (b) | Percent of class:
10.34% |
| (c) | Number of shares as to which the person has:
|
| | (i) Sole power to vote or to direct the vote:
0 shares of Common Stock
|
| | (ii) Shared power to vote or to direct the vote:
2,805,752 shares of Common Stock
|
| | (iii) Sole power to dispose or to direct the disposition of:
0 shares of Common Stock
|
| | (iv) Shared power to dispose or to direct the disposition of:
2,805,752 shares of Common Stock
|
| Item 5. | Ownership of 5 Percent or Less of a Class. |
| |
Not Applicable
|
| Item 6. | Ownership of more than 5 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 5 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.
Whittier Trust Company holds 2,805,752 shares on behalf of and for the benefit of NSI. |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
| |
Not Applicable
|
| Item 8. | Identification and Classification of Members of the Group. |
| |
If a group has filed this schedule pursuant to §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 §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
WHI is classified as a holding company (HC), and WTC is classified as a bank (BK). See the item 2.a. above for further details. |
| Item 9. | Notice of Dissolution of Group. |
| |
Not Applicable
|