UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No.5)
BCSB Bancorp, Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
055367106
(CUSIP Number)
June 19, 2013
(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-1(b)
x Rule 13d-1(c)
¨ 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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CUSIP NO.055367106 | | Page 2 of 9 Pages |
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1) | | NAME OF REPORTING PERSONS FSI Group, LLC |
2) | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨ |
3) | | SEC USE ONLY |
4) | | CITIZENSHIP OR PLACE OF ORGANIZATION Ohio |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | | 5) | | SOLE VOTING POWER 0 |
| 6) | | SHARED VOTING POWER 0 |
| 7) | | SOLE DISPOSITIVE POWER 0 |
| 8) | | SHARED DISPOSITIVE POWER 0 |
9) | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 |
10) | | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
11) | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% |
12) | | TYPE OF REPORTING PERSON (See Instructions) OO |
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CUSIP NO.055367106 | | Page 3 of 9 Pages |
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1) | | NAME OF REPORTING PERSONS Steven N. Stein |
2) | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨ |
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 0 |
| 6) | | SHARED VOTING POWER 0 |
| 7) | | SOLE DISPOSITIVE POWER 0 |
| 8) | | SHARED DISPOSITIVE POWER 0 |
9) | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 |
10) | | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
11) | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% |
12) | | TYPE OF REPORTING PERSON (See Instructions) IN |
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CUSIP NO.055367106 | | Page 4 of 9 Pages |
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1) | | NAME OF REPORTING PERSONS John M. Stein |
2) | | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨ (b) ¨ |
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 0 |
| 6) | | SHARED VOTING POWER 0 |
| 7) | | SOLE DISPOSITIVE POWER 0 |
| 8) | | SHARED DISPOSITIVE POWER 0 |
9) | | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 0 |
10) | | CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (See Instructions) ¨ |
11) | | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 0.0% |
12) | | TYPE OF REPORTING PERSON (See Instructions) IN |
Page 5 of 9 Pages
SCHEDULE 13G
This Amendment No. 5 to Schedule 13G (the “Amendment No. 5”) is being filed voluntarily with respect to the common stock, par value $0.01 per share (the “Common Stock”), of BCSB Bancorp, Inc., a Maryland corporation, to report changes in the number of shares of Common Stock beneficially owned by the Reporting Persons and to report that none of the Reporting Persons beneficially own more than 5% of the Common Stock.
Item 1
| (b) | Address of Issuer’s Principal Executive Offices: |
| | 4111 East Joppa Road, Suite 300 |
Item 2
| (a) | Name of Person Filing: |
| (b) | Address of Principal Business Office or, if none, Residence: |
| 2. | United States of America |
Page 6 of 9 Pages
| 3. | United States of America |
| (d) | Title of Class of Securities: |
| | Common stock, par value $0.01 per share |
Item 3 | Check appropriate box if this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b) or (c): |
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(a) | | ¨ | | Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o); |
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(b) | | ¨ | | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c); |
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(c) | | ¨ | | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c); |
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(d) | | ¨ | | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8); |
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(e) | | ¨ | | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E); |
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(f) | | ¨ | | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F); |
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(g) | | ¨ | | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G); |
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(h) | | ¨ | | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(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); |
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(j) | | ¨ | | Group, in accordance with § 240.13d-1(b)(1)(ii)(J) |
Page 7 of 9 Pages
| (a) | Amount beneficially owned: |
0.0%
| (c) | Number of shares as to which the 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 of: 0 |
| (iv) | Shared power to dispose or to direct the disposition of: 0 |
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 [X].
Item 6 | Ownership of More Than Five 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: |
Not Applicable.
Item 8 | Identification and Classification of Members of the Group: |
Not Applicable.
Item 9 | Notice of Dissolution of Group: |
Not Applicable.
Page 8 of 9 Pages
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
Page 9 of 9 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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Date: June 20, 2013 | | | | FSI Group, LLC |
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| | | | /s/ JOHN M. STEIN |
| | | | By: | | John M. Stein |
| | | | Title: | | President |
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| | | | /s/ STEVEN N. STEIN |
| | | | Steven N. Stein |
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| | | | /s/ JOHN M. STEIN |
| | | | John M. Stein |
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the Statement on Schedule 13G filed herewith is being filed jointly with the Securities and Exchange Commission pursuant to Rule 13d-1(k)(1)(iii) promulgated pursuant to the Securities Exchange Act of 1934, as amended, on behalf of each such person.
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Date: June 20, 2013 | | | | FSI Group, LLC |
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| | | | /s/ JOHN M. STEIN |
| | | | By: | | John M. Stein |
| | | | Title: | | President |
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| | | | /s/ STEVEN N. STEIN |
| | | | Steven N. Stein |
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| | | | /s/ JOHN M. STEIN |
| | | | John M. Stein |