UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

 

Citizens Community Bancorp, Inc (CZWI)
 (Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
174903104
(CUSIP Number)
 
12/31/2014
(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)
     
  ☒ 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 in 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). 

 

 
 
 
CUSIP No.  174903104     Page 2 of 11

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE  PERSONS (ENTITIES ONLY)

 

Financial Opportunity Fund LLC

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) [x]

(b) [_]

 

3

 

SEC USE ONLY

 

  

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 Delaware
NUMBER OF
SHARES		 5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY		 6 SHARED VOTING POWER 258,197(1)
EACH
REPORTING		 7 SOLE DISPOSITIVE POWER  
PERSON
WITH		 8 SHARED DISPOSITIVE POWER 258,197 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 258,197(1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 [  ]

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 4.97%

 

12

 

TYPE OF REPORTING PERSON

 

 OO
         

 

 

(1) Consists of 258,197 shares of common stock.

 
 

CUSIP No.  174903104     Page 3 of 11

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE  PERSONS (ENTITIES ONLY)

 

Andrew Jose

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) [x]

(b) [_]

 

3

 

SEC USE ONLY

 

  

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 United States
NUMBER OF
SHARES		 5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY		 6 SHARED VOTING POWER 36,174 (1)
EACH
REPORTING		 7 SOLE DISPOSITIVE POWER  
PERSON
WITH		 8 SHARED DISPOSITIVE POWER

 

36,174 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 36,174 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 [  ]

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 0.70%

 

12

 

TYPE OF REPORTING PERSON

 

 IN
         

 

 

(1) Consists of 36,174 shares of common stock owned by Andrew Jose, co-founder and managing partner of FJ Capital Management LLC.

 
 

 

CUSIP No.  174903104     Page 4 of 11

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE  PERSONS (ENTITIES ONLY)

 

FJ Capital Management LLC

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) [x]

(b) [_]

 

3

 

SEC USE ONLY

 

  

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 Delaware
NUMBER OF
SHARES		 5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY		 6 SHARED VOTING POWER 258,197 (1)
EACH
REPORTING		 7 SOLE DISPOSITIVE POWER  
PERSON
WITH		 8 SHARED DISPOSITIVE POWER 258,197 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 258,197 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 [  ]

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 4.97%

 

12

 

TYPE OF REPORTING PERSON

 

 OO
         

 

(1) Comprised of (i) 258,197 common stock held by Financial Opportunity Fund LLC, of which FJ Capital Management LLC is the managing member.

 

 
 

 

CUSIP No.  174903104     Page 5 of 11

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE  PERSONS (ENTITIES ONLY)

 

Martin S. Friedman

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a) [x]

(b) [_]

 

3

 

SEC USE ONLY

 

  

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 United States
NUMBER OF
SHARES		 5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY		 6 SHARED VOTING POWER 445,907 (1)
EACH
REPORTING		 7 SOLE DISPOSITIVE POWER  
PERSON
WITH		 8 SHARED DISPOSITIVE POWER 445,907 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 445,907 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 [  ]

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 8.58%

 

12

 

TYPE OF REPORTING PERSON

 

 IN
         

 

(1)Comprised of (i) 258,197 shares of common stock held by Financial Opportunity Fund LLC and 187,710

shares of common stock held by Martin Friedman, the managing member of FJ Capital Management LLC.

 

 
 

 

CUSIP No.  174903104     Page 6 of 11

 

Item 1(a).   Name of Issuer:
     
    Citizens Community Bancorp, Inc (CZWI)
     
Item 1(b).   Address of Issuer’s Principal Executive Offices:
     
    2174 East Ridge Center
Eau Claire, WI 54701
   
     
Item 2(a).   Name of Person Filing:
     
   

This Schedule 13G is being filed on behalf of the following Reporting Persons:

 

Financial Opportunity Fund LLC

Andrew Jose

FJ Capital Management LLC

   

Martin S. Friedman

 

Item 2(b).   Address of Principal Business Office or, if None, Residence:
   

 

Financial Opportunity Fund LLC

1313 Dolley Madison Blvd., Ste 306

   

McLean, VA 22101

 

Andrew Jose

1313 Dolley Madison Blvd., Ste 306

McLean, VA 22101

 

FJ Capital Management LLC

1313 Dolley Madison Blvd., Ste 306

McLean, VA 22101

   

 

Martin S. Friedman

1313 Dolley Madison Blvd., Ste 306

McLean, VA 22101 

 
 

 

CUSIP No.  174903104     Page 7 of 11

 

Item 2(c).   Citizenship:
     
   

Financial Opportunity Fund LLC and FJ Capital Management LLC – Delaware limited liability companies

Andrew F. Jose – United States citizen

    Martin S. Friedman – United States citizen
     
Item 2(d).   Title of Class of Securities:
     
    Common Stock
     
Item 2(e).   CUSIP Number:
     
    174903104
     
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)(ii)(G);
       
  (h) ☐ A savings association 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 (15 U.S.C. 80a-3);
       
  (j) ☐ Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Item 4. Ownership.
   
  Ownership information is provided as of:

 

 
 

 

CUSIP No.  174903104     Page 8 of 11

 

  (a) Amount beneficially owned:
     
   

Financial Opportunity Fund LLC – 258,197 shares

Andrew F. Jose – 36,174 shares

FJ Capital Management LLC – 258,197 shares

Martin S. Friedman – 445,907 shares

     
  (b) Percent of class:
     
   

Financial Opportunity Fund LLC – 4.97%

Andrew F. Jose - .70%

FJ Capital Management LLC – 4.97%

Martin S. Friedman – 8.58%

     
  (c) Number of shares as to which such person has:
     
    (i) Sole power to vote or to direct the vote
       
      All Reporting Persons – 0
       
    (ii) Shared power to vote or to direct the vote
       
     

Financial Opportunity Fund LLC – 258,197 shares

Andrew F. Jose – 36,174 shares

FJ Capital Management LLC – 258,197 shares

Martin S. Friedman – 445,907 shares

 

       
    (iii) Sole power to dispose or to direct the disposition of
       
      All Reporting Persons – 0
       
    (iv) Shared power to dispose or to direct the disposition of
       
     

Financial Opportunity Fund LLC – 258,197 shares

Andrew F. Jose – 36,174 shares

FJ Capital Management LLC – 258,197 shares

Martin S. Friedman – 445,907 shares

 

 
 

 

CUSIP No.  174903104     Page 9 of 11

 

Item 5. Ownership of Five Percent or Less of a Class.
   
  N/A
   
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
   
  N/A
   
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
   
  N/A
   
Item 8. Identification and Classification of Members of the Group.
   
  Due to the relationships among them, the reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.  
   
Item 9. Notice of Dissolution of Group.
   
  N/A
   
Item 10. Certification.

 

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.

 

 
 

 

CUSIP No.  174903104     Page 10 of 11

 

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.

   

 

Date: 02/13/2015

 

 

 

 

 

Financial Opporunity Fund LLC

By: FJ Capital Management LLC, its Managing Member

 

By: /s/ Martin S. Friedman

Name: Martin S. Friedman

Title: Managing Member

 

 

 

 

 

FJ Capital Management LLC

 

 

By: /s/ Martin S. Friedman

Name: Martin S. Friedma

Title:

 

 

 

 

 

 

s/ Martin S. Friedman

MARTIN S. FRIEDMAN

 

 

 

 

/s/ Andrew F. Jose

Name: Andrew F. Jose

Title: Co – Founder and Managing Partner

 

 

 

 

 

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C, 1001)

 
 

 

Exhibit 1

Joint Filing Agreement

The undersigned agree that this Schedule 13G, and all amendments thereto, relating to the Common Stock of Citizens Community Bancorp, Inc, Inc. shall be filed on behalf of the undersigned.

Financial Opporunity Fund LLC

By: FJ Capital Management, LLC

 

 

 

By: /s/ Martin S. Friedman

Name: Martin S. Friedman

Title: Managing Member

 

 

FJ Capital Management LLC

 

 

By: /s/ Martin S. Friedman

Name: Martin S. Friedma

Title: Managing Member

 

 

 

 

By: /s/ Martin S. Friedman

MARTIN S. FRIEDMAN

 

 

 

/s/ Andrew F. Jose

ANDREW F. JOSE