1 | NAMES OF REPORTING PERSONS M3 FUNDS, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP | (a) [ ] (b) [ ] |
3 | SEC USE ONLY | |
4 | CITIZENSHIP OR PLACE OF ORGANIZATION STATE OF DELAWARE, UNITED STATES OF AMERICA | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 | SOLE VOTING POWER N/A | |
6 | SHARED VOTING POWER 347,455 shares of Common Stock | |
7 | SOLE DISPOSITIVE POWER N/A | |
8 | SHARED DISPOSITIVE POWER shares of Common Stock | |
9 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 347,455 shares of Common Stock | |
10 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES | [ ] |
11 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.56% of the outstanding shares of Common Stock | |
12 | TYPE OF REPORTING PERSON OO (Limited Liability Company) | |
| M3 Funds, LLC | M3 Partners, LP | M3F, Inc. | Jason A. Stock | William C. Waller |
(a) | Amount Beneficially Owned: | 347,455 | 347,455 | 347,455 | 347,455 | 347,455 |
(b) | Percent of Class: | 5.56% | 5.56% | 5.56% | 5.56% | 5.56% |
(c) | Number of Shares to Which Reporting Person Has: | | |
| (i) | Sole Voting Power: | N/A | N/A | N/A | N/A | N/A |
| (ii) | Shared Voting Power: | 347,455 | 347,455 | 347,455 | 347,455 | 347,455 |
| (iii) | Sole Dispositive Power: | N/A | N/A | N/A | N/A | N/A |
| (iv) | Shared Dispositive Power: | 347,455 | 347,455 | 347,455 | 347,455 | 347,455 |
The reported shares are the Issuer’s common stock.
All of the reported shares are owned directly by M3 Partners, L.P. (“M3 Partners”), whose general partner is M3 Funds, LLC (the “General Partner”) and whose investment adviser is M3F, Inc. (the “Investment Adviser”). The General Partner and the Investment Adviser could each be deemed to be indirect beneficial owners of the reported shares, and could be deemed to share such beneficial ownership with M3 Partners.
Jason A. Stock and William C. Waller are the managers of the General Partner and the managing directors of the Investment Adviser, and could be deemed to share such indirect beneficial ownership with the General Partner, the Investment Adviser and M3 Partners.
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. |
Not applicable.
Item 7. | Identification and Classification of the Subsidiary That 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.
By signing below, each of the undersigned certifies that, to the best of his or its 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.
Exhibits
Exhibit 1
Joint Filing Agreement dated November 12, 2015, among M3 Partners, LP, M3 Funds, LLC, M3F, Inc., Jason A. Stock and William C. Waller.