Page 5 of 8 – SEC Filing 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) [X] 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) [X] A parent holding company or control person in accordance with §240.13d-1(b)(1)(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 of 1940 (15 U.S.C. 80a-3);
(j) [_] A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
(k) [_] Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
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: Second Curve Capital, LLC – 2,544,388 Thomas K. Brown – 2,544,388
(b) Percent of class: Second Curve Capital, LLC – 10.2% Thomas K. Brown – 10.2%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote Second Curve Capital, LLC – 0 Thomas K. Brown – 0 (ii) Shared power to vote or to direct the vote , Second Curve Capital, LLC – 2,544,388 Thomas K. Brown – 2,544,388 (iii) Sole power to dispose or to direct the disposition of , Second Curve Capital, LLC – 0 Thomas K. Brown – 0 (iv) Shared power to dispose or to direct the disposition of . Second Curve Capital, LLC – 2,544,388 Thomas K. Brown – 2,544,388
Instruction: For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1).
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| 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) | [X] | 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) | [X] | A parent holding company or control person in accordance with §240.13d-1(b)(1)(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 of 1940 (15 U.S.C. 80a-3); |
| (j) | [_] | A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J); |
| (k) | [_] | Group, in accordance with §240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: |
| 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: | |
| Second Curve Capital, LLC – 2,544,388 Thomas K. Brown – 2,544,388 |
| (b) | Percent of class: | |
| Second Curve Capital, LLC – 10.2% Thomas K. Brown – 10.2% |
| (c) | Number of shares as to which the person has: |
| (i) | Sole power to vote or to direct the vote | ||||
| Second Curve Capital, LLC – 0 Thomas K. Brown – 0 | |||||
| (ii) | Shared power to vote or to direct the vote | , | |||
| Second Curve Capital, LLC – 2,544,388 Thomas K. Brown – 2,544,388 | |||||
| (iii) | Sole power to dispose or to direct the disposition of | , | |||
| Second Curve Capital, LLC – 0 Thomas K. Brown – 0 | |||||
| (iv) | Shared power to dispose or to direct the disposition of | . | |||
| Second Curve Capital, LLC – 2,544,388 Thomas K. Brown – 2,544,388 | |||||
| Instruction: For computations regarding securities which represent a right to acquire an underlying security see §240.13d-3(d)(1). |
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