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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 | ||||||||
Common share class C purchase warrant | $ 5 | 07/08/2014 | J | 82,143 | 09/16/2016 | 09/15/2023 | Common Stock | 82,143 | $ 25 (1) | 0 | D | ||||
Series B Warrant | $ 5 | 07/08/2014 | J | 82,143 | 09/16/2016 | 09/15/2023 | Common Stock | 82,143 | $ 25 (1) | 708,347 (2) | D |
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 | X |
Emily Norris, by power of attorney | 09/15/2014 | |
**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) | On July 8, 2014, the holders of the Company's Series B warrants approved certain amendments to the terms of the Series B Warrant Agreement dated September 16, 2013, which allowed for the issuance of additional Series B warrants as well as the Series C Warrant Exchange. Under the Series C Warrant Exchange, each class C purchase warrant is automatically exchanged for a Series B Warrant. |
(2) | Stilwell Activist Investments, L.P. directly owns 186,265 Series B Warrants, Stilwell Activist Fund, L.P. directly owns 30,321 Series B Warrants, Joseph Stilwell directly owns 31,250 Series B Warrants, Stilwell Value Partners IV, L.P. directly owns 310,000 Series B Warrants, and Stilwell Associates, L.P. directly owns 150,511 Series B Warrants. |