TMAK Touchmark Bancshares Inc (PK)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

o

Rule 13d-1(b)

o

Rule 13d-1(c)

x

Rule 13d-1(d)

CUSIP No. 89155L 10 9

13G

1.

Name of Reporting Person
SS or IRS Identification No of Above Person

Jayendrakumar J. Shah

2.

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

x

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States of America

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
458,100

6.

Shared Voting Power
1,000

7.

Sole Dispositive Power
458,100

8.

Shared Dispositive Power
1,000

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
459,100 shares of common stock

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11.

Percent of Class Represented by Amount in Row (9)
13.05%

12.

Type of Reporting Person*
IN

CUSIP No. 89155L 10 9

13G

1.

Name of Reporting Person
SS or IRS Identification No of Above Person

Meena Shah

2.

Check the Appropriate Box if a Member of a Group

(a)

o

(b)

x

3.

SEC Use Only

4.

Citizenship or Place of Organization
United States of America

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

5.

Sole Voting Power
229,600

6.

Shared Voting Power
1,000

7.

Sole Dispositive Power
229,600

8.

Shared Dispositive Power
1,000

9.

Aggregate Amount Beneficially Owned by Each Reporting Person
230,600 shares of common stock

10.

Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares  o

11.

Percent of Class Represented by Amount in Row (9)
6.61%

12.

Type of Reporting Person*
IN

Item 1(a).

Name of Issuer:
Touchmark Bancshares, Inc.

Item 1(b).

Address of Issuer’s Principal Executive Offices:
3651 Old Milton Parkway

Alpharetta, Georgia 30005

Item 2(a).

Name of Person Filing:
1.  Jayendrakumar J. Shah

2.  Meena Shah

Item 2(b).

Address of Principal Business Office, or if none, Residence:
1.             Jayendrakumar J. Shah — 3651 Old Milton Parkway

Alpharetta, Georgia 30005

2.             Meena Shah — 3651 Old Milton Parkway

Alpharetta, Georgia 30005

Item 2(c).

Citizenship:
1.             Jayendrakumar J. Shah — United States of America

2.             Meena Shah — United States of America

Item 2(d).

Title of Class of Securities:
Common Stock, $.01 par value

Item 2(e).

CUSIP No:
89155L 10 9

Item 3.

If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

(a)

o

Broker or dealer registered under section 15 of the Act;

(b)

o

Bank as defined in section 3(a)(6) of the Act;

(c)

o

Insurance company as defined in section 3(a)(19) of the Act;

(d)

o

Investment company registered under section 8 of the Investment Company Act of 1940;

(e)

o

An investment advisor in accordance with Rule 13d-1(b)(1)(ii)(E);

(f)

o

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)

o

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

(i)

o

A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act;

(j)

o

Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

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:   

1.                                        As of December 31, 2010, Jayendrakumar J. Shah may be deemed the beneficial owner of 459,100 shares of common stock.  He has sole voting and dispositive power over 393,100 shares of common stock.  He has shared voting and dispositive power of 1,000 shares of common stock.  He has sole voting and dispositive power over warrants to purchase 65,000 shares of common stock that are exercisable within 60 days of February 14, 2011.  He is the husband of Meena Shah.

2.                                        As of December 31, 2010, Meena Shah may be deemed to the beneficial owner of 230,600 shares of common stock.  She has sole voting and dispositive power over 204,600 shares of common stock.  She has shared voting and dispositive power of 1,000 shares of common stock.  See has sole voting and dispositive power over warrants to purchase 25,000 shares of common stock that are

exercisable within 60 days of February 14, 2011.  She is the wife of Jayendrakumar J. Shah.

(b)

Percent of class:   

1.             Jayendrakumar J. Shah — 13.05%

2.             Meena Shah — 6.61%

(c)

Number of shares as to which such person has:

(i)

Sole power to vote or direct the vote.   

1.  Jayendrakumar J. Shah may be deemed to have sole power to vote or direct the vote of 458,100 shares of common stock based on his ownership of 393,100 shares and warrants to purchase 65,000 shares of common stock that are exercisable within 60 days of February 14, 2011.

2.  Meena Shah may be deemed to have sole power to vote or direct the vote of 229,600 shares of common stock based on her ownership of 204,600 shares and warrants to purchase 25,000 shares of common stock that are exercisable within 60 days of February 14, 2011.

(ii)

Shared power to vote or direct the vote.    

1.  Jayendrakumar J. Shah may be deemed to have shared power to vote or direct the vote of 1,000 shares of common stock based on his jointly controlled ownership of 1,000 shares of the common stock of the Company with Meena Shah.

2.  Meena Shah may be deemed to have shared power to vote or direct the vote of 1,000 shares of common stock based on her jointly controlled ownership of 1,000 shares of the common stock of the Company with Jayendrakumar J. Shah.

(iii)

Sole power to dispose or to direct the disposition.

1.  Jayendrakumar J. Shah may be deemed to have sole power to dispose or direct the disposition of 458,100 shares of common stock based on his ownership of 393,100 shares and warrants to purchase 65,000 shares of common stock that are exercisable within 60 days of February 14, 2011.

2.  Meena Shah may be deemed to have sole power to dispose or direct the disposition of 229,600 shares of common stock based on her ownership of 204,600 shares and warrants to purchase 25,000 shares of common stock that are exercisable within 60 days of February 14, 2011.

(iv)

Shared power to dispose or to direct the disposition.

1.  Jayendrakumar J. Shah may be deemed to have shared power to dispose or direct the disposition of 1,000 shares of common stock based on his jointly controlled ownership of 1,000 shares of the common stock of the Company with Meena Shah.

2.  Meena Shah may be deemed to have shared power to dispose or direct the disposition of 1,000 shares of common stock based on her jointly controlled ownership of 1,000 shares of the common stock of the Company with Jayendrakumar J. Shah.

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.

Not applicable.

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.

Not applicable.

Item 9.

Notice of Dissolution of Group.

Not applicable.

Item 10.

Certifications.

Not applicable.

Date: February 14, 2011

/s/ Jayendrakumar J. Shah

Jayendrakumar J. Shah

/s/ Meena Shah

Meena Shah

Exhibit No.

Description

A

Joint Filing Agreement

/s/ Jayendrakumar J. Shah

Jayendrakumar J. Shah

/s/ Meena Shah

Meena Shah