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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
STILWELL JOSEPH 111 BROADWAY, 12TH FLOOR NEW YORK, NY 10006 |
X | X | ||
Stilwell Value LLC 111 BROADWAY, 12TH FLOOR NEW YORK, NY 10006 |
X | |||
STILWELL ASSOCIATES L P 111 BROADWAY, 12TH FLOOR NEW YORK, NY 10006 |
X | |||
Stilwell Activist Fund, L.P. 111 BROADWAY 12TH FLOOR NEW YORK, NY 10006 |
X | |||
Stilwell Activist Investments, L.P. 111 BROADWAY 12TH FLOOR NEW YORK, NY 10006 |
X | |||
Stilwell Value Partners VII, L.P. 111 BROADWAY, 12TH FLOOR NEW YORK, NY 10006 |
X |
/s/ Pilar Torres as Attorney-in-Fact for Joseph Stilwell | 03/26/2019 | |
**Signature of Reporting Person | Date | |
/s/ Pilar Torres as Attorney-in-Fact for Stilwell Value LLC | 03/26/2019 | |
**Signature of Reporting Person | Date | |
/s/ Pilar Torres as Attorney-in-Fact for Stilwell Associates, L.P. | 03/26/2019 | |
**Signature of Reporting Person | Date | |
/s/ Pilar Torres as Attorney-in-Fact for Stilwell Activist Fund, L.P. | 03/26/2019 | |
**Signature of Reporting Person | Date | |
/s/ Pilar Torres as Attorney-in-Fact for Stilwell Activist Investments, L.P. | 03/26/2019 | |
**Signature of Reporting Person | Date | |
/s/ Pilar Torres as Attorney-in-Fact for Stilwell Value Partners VII, L.P. | 03/26/2019 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | These are shares owned directly by Joseph Stilwell. |
(2) | These are shares owned directly by Stilwell Associates, L.P. ("Associates") and indirectly by Joseph Stilwell in his capacity as the managing member and owner of Stilwell Value LLC ("Value"), which is the general partner of Associates. Joseph Stilwell disclaims beneficial ownership of all shares reported as owned indirectly except to the extent of his pecuniary interest therein. |
(3) | This Form 4 reports the following acquisitions: (a) on March 22, 2019, Stilwell Activist Fund, L.P. ("SAF") acquired 8,073 shares at $2.4000 USD per share; Stilwell Activist Investments, L.P. ("SAI") acquired 62,434 shares at $2.4000 USD per share; and Stilwell Value Partners VII, L.P. ("SVP VII") acquired 70,000 shares at $2.4000 USD per share; and (b) on March 25, 2019, SAF acquired 2,706 shares at $2.4271 USD per share; SAI acquired 20,931 shares at $2.4271 USD per share; and SVP VII acquired 25,000 shares at $2.4271 USD per share. |
(4) | These are shares owned directly by SAF and indirectly by Joseph Stilwell in his capacity as the managing member and owner of Value, which is the general partner of SAF. Joseph Stilwell disclaims beneficial ownership of all shares reported as owned indirectly except to the extent of his pecuniary interest therein. |
(5) | These are shares owned directly by SAI and indirectly by Joseph Stilwell in his capacity as the managing member and owner of Value, which is the general partner of SAI. Joseph Stilwell disclaims beneficial ownership of all shares reported as owned indirectly except to the extent of his pecuniary interest therein. |
(6) | These are shares owned directly by SVP VII, and indirectly by Joseph Stilwell in his capacity as the managing member and owner of Value, which is the general partner of SVP VII. Joseph Stilwell disclaims beneficial ownership of all shares reported as owned indirectly except to the extent of his pecuniary interest therein. |