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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
| HOMESTREET, INC. |
(Name of Issuer)
| Common Stock |
(Title of Class of Securities)
| 43785V102 |
(CUSIP Number)
(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 Act but shall be subject to all other provisions of the Act (however, see the Notes).
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Bruce W. Williams | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
396,469.8 | ||||
| 6 | SHARED VOTING POWER:
117,263.92 | |||||
| 7 | SOLE DISPOSITIVE POWER:
296,469.8 | |||||
| 8 | SHARED DISPOSITIVE POWER:
117,263.92 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
513,733.72 | |||||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
7.2% | |||||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN | |||||
2
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Marina Sonja Williams Trust dated 12/25/1995 | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
94,064 | ||||
| 6 | SHARED VOTING POWER:
0 | |||||
| 7 | SOLE DISPOSITIVE POWER:
94,064 | |||||
| 8 | SHARED DISPOSITIVE POWER:
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
94,064 | |||||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.3% | |||||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
3
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Marina Sonja Williams Trust dated 12/23/2003 | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
1,094.2 | ||||
| 6 | SHARED VOTING POWER:
0 | |||||
| 7 | SOLE DISPOSITIVE POWER:
1,094.2 | |||||
| 8 | SHARED DISPOSITIVE POWER:
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,094.2 | |||||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.02% | |||||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
4
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Estate of Walter B. Williams | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
80,038.4 | ||||
| 6 | SHARED VOTING POWER:
0 | |||||
| 7 | SOLE DISPOSITIVE POWER:
80,038.4 | |||||
| 8 | SHARED DISPOSITIVE POWER:
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
80,038.4 | |||||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1% | |||||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
5
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Estate of Marie W. Williams | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
80,038.8 | ||||
| 6 | SHARED VOTING POWER:
0 | |||||
| 7 | SOLE DISPOSITIVE POWER:
80,038.8 | |||||
| 8 | SHARED DISPOSITIVE POWER:
0 | |||||
|
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
80,038.8 | |||||
| 10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
| 11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1% | |||||
| 12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
6
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Walter B. Williams Interim Trust | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
16,085.6 | ||||
| 6 | SHARED VOTING POWER:
0 | |||||
| 7 | SOLE DISPOSITIVE POWER:
16,085.6 | |||||
| 8 | SHARED DISPOSITIVE POWER:
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,085.6 | |||||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.2% | |||||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
7
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
2000 Karen M. Zimmerman Trust | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
27,640.8 | ||||
| 6 | SHARED VOTING POWER:
0 | |||||
| 7 | SOLE DISPOSITIVE POWER:
27,640.8 | |||||
| 8 | SHARED DISPOSITIVE POWER:
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27,640.8 | |||||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.4% | |||||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
8
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Steven W. Zimmerman Trust | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
27,640.8 | ||||
| 6 | SHARED VOTING POWER:
0 | |||||
| 7 | SOLE DISPOSITIVE POWER:
27,640.8 | |||||
| 8 | SHARED DISPOSITIVE POWER:
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
27,640.8 | |||||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.4% | |||||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
9
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Andrew Alvaro Mullins-Williams 2005 Trust | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
375.2 | ||||
| 6 | SHARED VOTING POWER:
0 | |||||
| 7 | SOLE DISPOSITIVE POWER:
375.2 | |||||
| 8 | SHARED DISPOSITIVE POWER:
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
375.2 | |||||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.01% | |||||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
10
| CUSIP No. 43785V102 |
| 1 |
NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Myers Irrevocable Trust #1 | |||||
| 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 | |||||
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
5 | SOLE VOTING POWER:
78,227.2 | ||||
| 6 | SHARED VOTING POWER:
0 | |||||
| 7 | SOLE DISPOSITIVE POWER:
78,227.2 | |||||
| 8 | SHARED DISPOSITIVE POWER:
0 | |||||
| 9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
78,227.2 | |||||
|
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
| |||||
|
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.1% | |||||
|
12 |
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
OO | |||||
11
ITEM 1.
| (a) | Name of Issuer: |
HomeStreet, Inc.
| (b) | Address of Issuer’s Principal Executive Offices: |
601 Union Street, Suite 2000
Seattle, Washington 98101
ITEM 2.
| (a) | Name of Person Filing |
Bruce Williams
Marina Sonja Williams Trust dated Dec. 25, 1995
Marina Sonja Williams Trust dated December 23, 2003
Estate of Walter B. Williams
Estate of Marie W. Williams
Walter B. Williams Interim Trust
2000 Karen M. Zimmerman Trust
Steven W. Zimmerman Trust
Andrew Alvaro Mullins-Williams 2006 Trust
Myers Irrevocable Trust #1
| (b) | Address of Principal Business Office or, if none, Residence |
Residence:
c/o Davis Wright Tremaine LLP
Attn: Marcus J. Williams
1201 Third Ave. Suite 2200
Seattle, WA 98101
| (c) | Citizenship / Place of Organization |
See Item 4 of Cover Pages
| (d) | Title of Class of Securities |
Common Stock
| (e) | CUSIP Number |
43785V102
12
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)(1)(ii)(G);
(h) [ ] A savings associations 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 of 1940 (15 U.S.C. 80a-3);
(j) [ ] Group, in accordance with §240.13d-1(b)(1)(ii)(J).
Not applicable.
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: |
See Item 9 of Cover Pages
| (b) | Percent of class: |
See Item 11 of Cover Pages
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote |
13
See Item 5 of Cover Pages
| (ii) | Shared power to vote or to direct the vote |
See Item 6 of Cover Pages
| (iii) | Sole power to dispose or to direct the disposition of |
See Item 7 of Cover Pages
| (iv) | Shared power to dispose or to direct the disposition of |
See Item 8 of Cover Pages
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.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Not applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary.
Not applicable.
Item 8. Identification and Classification of Members of the Group
If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group.
14
If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group.
Not applicable.
Item 9. Notice of Dissolution of Group
Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.
Not applicable.
Item 10. Certification
Not applicable.
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: May 24, 2012 | /s/ Bruce W. Williams | |||||
| Bruce W. Williams | ||||||
| Date: May 24, 2012 | /s/ Gro A. Buer | |||||
| Gro A. Buer | ||||||
| Marina Sonja Williams Trust dated December 25, 1995 | ||||||
| Date: May 24, 2012 | /s/ Bruce W. Williams | |||||
| By: Bruce W. Williams | ||||||
| Title: Trustee | ||||||
| Date: May 24, 2012 | /s/ Gro A. Buer | |||||
| By: Gro A. Buer | ||||||
| Title: Trustee | ||||||
15
| Marina Sonja Williams Trust dated December 23, 2003 | ||||||
| Date: May 24, 2012 | /s/ Bruce W. Williams | |||||
| By: Bruce W. Williams | ||||||
| Title: Trustee | ||||||
| Estate of Walter B. Williams | ||||||
| Date: May 24, 2012 | /s/ Bruce W. Williams | |||||
| By: Bruce W. Williams | ||||||
| Title: Trustee | ||||||
| Estate of Marie W. Williams | ||||||
| Date: May 24, 2012 | /s/ Bruce W. Williams | |||||
| By: Bruce W. Williams | ||||||
| Title: Trustee | ||||||
| Walter B. Williams Interim Trust | ||||||
| Date: May 24, 2012 | /s/ Bruce W. Williams | |||||
| By: Bruce W. Williams | ||||||
| Title: Trustee | ||||||
| 2000 Karen M. Zimmerman Trust | ||||||
| Date: May 24, 2012 | /s/ Bruce W. Williams | |||||
| By: Bruce W. Williams | ||||||
| Title: Trustee | ||||||
16
| Steven W. Zimmerman Trust | ||||||
| Date: May 24, 2012 | /s/ Bruce W. Williams | |||||
| By: Bruce W. Williams | ||||||
| Title: Trustee | ||||||
| Andrew Alvaro Mullins-Williams 2006 Trust | ||||||
| Date: May 24, 2012 | /s/ Bruce W. Williams | |||||
| By: Bruce W. Williams | ||||||
| Title: Trustee | ||||||
| Myers Irrevocable Trust #1 | ||||||
| Date: May 24, 2012 | /s/ Bruce W. Williams | |||||
| By: Bruce W. Williams | ||||||
| Title: Trustee | ||||||
17