Filing Details
- Accession Number:
- 0001026081-16-000035
- Form Type:
- 13D Filing
- Publication Date:
- 2016-03-08 10:23:35
- Filed By:
- Seidman Lawrence B
- Company:
- Malvern Bancorp Inc. (NASDAQ:MLVF)
- Filing Date:
- 2016-03-08
- SEC Url:
- 13D Filing
Ownership Summary
Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.
Name | Sole Voting Power | Shared Voting Power | Sole Dispositive Power | Shared Dispositive Power | Aggregate Amount Owned Power | Percent of Class |
---|---|---|---|---|---|---|
Seidman and Associates | 82,656 | 82,656 | 82,656 | 1.26% | ||
Seidman Investment Partnership | 65,565 | 65,565 | 65,565 | 1.00% | ||
Seidman Investment Partnership II | 79,709 | 79,709 | 79,709 | 1.21% | ||
Seidman Investment Partnership III | 16,439 | 16,439 | 16,439 | 0.25% | ||
LSBK06-08 | 51,600 | 51,600 | 51,600 | 0.79% | ||
Broad Park Investors | 46,431 | 46,431 | 46,431 | 0.71% | ||
Chewy Gooey Cookies | 21,085 | 21,085 | 21,085 | 0.32% | ||
34,219 | 34,219 | 34,219 | 0.52% | |||
CBPS | 55,782 | 55,782 | 55,782 | 0.85% | ||
Veteri Place Corporation | 252,656 | 252,656 | 252,656 | 3.85% | ||
JBRC I | 16,439 | 16,439 | 16,439 | 0.25% | ||
Lawrence B. Seidman | 453,486 | 453,486 | 453,486 | 6.91% |
Filing
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 2)
Malvern Bancorp, Inc.
(Name of Issuer)
Common Stock, $0.01 Par Value
(Title of Class of Securities)
561409103
(CUSIP Number)
LAWRENCE B. SEIDMAN
100 Misty Lane, 1st Floor
Parsippany, New Jersey 07054
(973) 952-0405
STEVE WOLOSKY, ESQ.
MICHAEL NEIDELL, ESQ.
OLSHAN FROME WOLOSKY LLP
Park Avenue Tower
65 East 55th Street
New York, New York 10022
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
March 4, 2016
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box .
1 | NAME OF REPORTING PERSONS Seidman and Associates, L.L.C. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS WC | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 82,656 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 82,656 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 82,656 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.26% | |
14 | TYPE OF REPORTING PERSON OO |
1 | NAME OF REPORTING PERSONS Seidman Investment Partnership, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS WC | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 65,565 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 65,565 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 65,565 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.00% | |
14 | TYPE OF REPORTING PERSON PN |
1 | NAME OF REPORTING PERSONS Seidman Investment Partnership II, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS WC | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 79,709 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 79,709 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 79,709 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.21% | |
14 | TYPE OF REPORTING PERSON PN |
1 | NAME OF REPORTING PERSONS Seidman Investment Partnership III, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS WC | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 16,439 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 16,439 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,439 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.25% | |
14 | TYPE OF REPORTING PERSON PN |
1 | NAME OF REPORTING PERSONS LSBK06-08, L.L.C. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS WC | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Florida | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 51,600 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 51,600 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 51,600 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.79% | |
14 | TYPE OF REPORTING PERSON OO |
1 | NAME OF REPORTING PERSONS Broad Park Investors, L.L.C. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS WC | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 46,431 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 46,431 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 46,431 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.71% | |
14 | TYPE OF REPORTING PERSON OO |
1 | NAME OF REPORTING PERSONS Chewy Gooey Cookies, L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS WC | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 21,085 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 21,085 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 21,085 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.32% | |
14 | TYPE OF REPORTING PERSON PN |
1 | NAME OF REPORTING PERSONS 2514 Multi-Strategy Fund L.P. | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS WC | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 34,219 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 34,219 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 34,219 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.52% | |
14 | TYPE OF REPORTING PERSON PN |
1 | NAME OF REPORTING PERSONS CBPS, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS WC | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION New York | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 55,782 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 55,782 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 55,782 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.85% | |
14 | TYPE OF REPORTING PERSON OO |
1 | NAME OF REPORTING PERSONS Veteri Place Corporation | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 252,656 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 252,656 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 252,656 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.85% | |
14 | TYPE OF REPORTING PERSON CO |
1 | NAME OF REPORTING PERSONS JBRC I, LLC | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION New Jersey | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 16,439 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 16,439 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,439 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.25% | |
14 | TYPE OF REPORTING PERSON OO |
1 | NAME OF REPORTING PERSONS Lawrence B. Seidman | |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x (b) | |
3 | SEC USE ONLY | |
4 | SOURCE OF FUNDS OO | |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e) | |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION USA | |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 453,486 |
8 | SHARED VOTING POWER - 0 - | |
9 | SOLE DISPOSITIVE POWER 453,486 | |
10 | SHARED DISPOSITIVE POWER - 0 - | |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 453,486 | |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES | |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.91% | |
14 | TYPE OF REPORTING PERSON IN |
The following constitutes the Amendment No. 2 to the Schedule 13D filed by the undersigned (“Amendment No. 2”). This Amendment No. 2 amends the Schedule 13D as specifically set forth herein.
Item 3. | Source and Amount of Funds or Other Consideration. |
Item 3 is hereby amended and restated to read as follows:
The Shares purchased by the Reporting Persons were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases (unless otherwise noted), as set forth in Schedule B, which is incorporated by reference herein. The aggregate purchase cost of the 453,486 Shares beneficially owned in the aggregate by the Reporting Persons is approximately $6,410,617, including brokerage commissions.
Item 5. | Interest in Securities of the Issuer. |
Item 5 is hereby amended and restated to read as follows:
The aggregate percentage of Shares reported owned by each Reporting Person is based upon 6,560,713 Shares outstanding, which is the total number of Shares outstanding as of February 8, 2016, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on February 9, 2016.
A. | SAL |
(a) | As of the close of business on March 4, 2016, SAL beneficially owned 82,656 Shares. |
Percentage: Approximately 1.26%.
(b) | 1. Sole power to vote or direct the vote: 82,656 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 82,656 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | The transaction in the Shares by SAL during the past 60 days that has not been previously reported is set forth on Schedule B and is incorporated herein by reference. |
B. | SIP |
(a) | As of the close of business on March 4, 2016, SIP beneficially owned 65,565 Shares. |
Percentage: Approximately 1.00%.
(b) | 1. Sole power to vote or direct the vote: 65,565 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 65,565 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | The transaction in the Shares by SIP during the past 60 days that has not been previously reported is set forth on Schedule B and is incorporated herein by reference. |
C. | SIPII |
(a) | As of the close of business on March 4, 2016, SIPII beneficially owned 79,709 Shares. |
Percentage: Approximately 1.21%.
(b) | 1. Sole power to vote or direct the vote: 79,709 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 79,709 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | The transaction in the Shares by SIPII during the past 60 days that has not been previously reported is set forth on Schedule B and is incorporated herein by reference. |
D. | SIPIII |
(a) | As of the close of business on March 4, 2016, SIPIII beneficially owned 16,439 Shares. |
Percentage: Approximately 0.25%.
(b) | 1. Sole power to vote or direct the vote: 16,439 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 16,439 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | The transaction in the Shares by SIPIII during the past 60 days that has not been previously reported is set forth on Schedule B and is incorporated herein by reference. |
E. | LSBK |
(a) | As of the close of business on March 4, 2016, LSBK beneficially owned 51,600 Shares. |
Percentage: Approximately 0.79%.
(b) | 1. Sole power to vote or direct the vote: 51,600 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 51,600 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | The transaction in the Shares by LSBK during the past 60 days that has not been previously reported is set forth on Schedule B and is incorporated herein by reference. |
F. | Broad Park |
(a) | As of the close of business on March 4, 2016, Broad Park beneficially owned 46,431 Shares. |
Percentage: Approximately 0.71%.
(b) | 1. Sole power to vote or direct the vote: 46,431 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 46,431 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | Broad Park has not entered into any transactions in the Shares during the past 60 days. |
G. | Chewy |
(a) | As of the close of business on March 4, 2016, Chewy beneficially owned 21,085 Shares. |
Percentage: Approximately 0.32%.
(b) | 1. Sole power to vote or direct the vote: 21,085 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 21,085 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | The transaction in the Shares by Chewy during the past 60 days that has not been previously reported is set forth on Schedule B and is incorporated herein by reference. |
H. | 2514 MSF |
(a) | As of the close of business on March 4, 2016, 2514 MSF beneficially owned 34,219 Shares. |
Percentage: Approximately 0.52%.
(b) | 1. Sole power to vote or direct the vote: 34,219 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 34,219 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | The transaction in the Shares by 2514 MSF during the past 60 days that has not been previously reported is set forth on Schedule B and is incorporated herein by reference. |
I. | CBPS |
(a) | As of the close of business on March 4, 2016, CBPS beneficially owned 55,782 Shares. |
Percentage: Approximately 0.85%.
(b) | 1. Sole power to vote or direct the vote: 55,782 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 55,782 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | CBPS has not entered into any transactions in the Shares during the past 60 days. |
J. | Veteri |
(a) | Veteri, (i) as the general partner of each of SIP and SIPII, may be deemed the beneficial owner of the 65,565 Shares owned by SIP and the 79,709 Shares owned by SIPII, and (ii) as the trading advisor of LSBK and CBPS, may be deemed the beneficial owner of the 51,600 Shares owned by LSBK and the 55,782 Shares owned by CBPS. Accordingly, Veteri may be deemed the beneficial owner of an aggregate of 252,656 Shares. |
Percentage: Approximately 3.85%.
(b) | 1. Sole power to vote or direct the vote: 252,656 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 252,656 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | Veteri has not entered into any transactions in the Shares during the past 60 days. CBPS has not entered into any transactions in the Shares in the past 60 days. The transactions in the Shares during the past 60 days that have not been previously reported by SIP, SIPII, and LSBK are set forth on Schedule B and are incorporated herein by reference. |
K. | JBRC |
(a) | JBRC, as the co-general partner of SIPIII, may be deemed the beneficial owner of the 16,439 Shares owned by SIPIII. |
Percentage: Approximately 0.25%.
(b) | 1. Sole power to vote or direct the vote: 16,439 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 16,439 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | JBRC has not entered into any transactions in the Shares during the past 60 days. The transaction in the Shares by SIPIII that has not been previously reported is set forth on Schedule B and is incorporated herein by reference. |
L. | Seidman |
(a) | Seidman, (i) as the manager of SAL, may be deemed the beneficial owner of the 82,656 Shares owned by SAL, (ii) as the sole officer of Veteri, the general partner of each of SIP and SIPII, may be deemed the beneficial owner of the 65,565 Shares owned by SIP and the 79,709 Shares owned by SIPII, (iii) as the managing member of JBRC I, LLC, the co-general partner of SIPIII, may be deemed the beneficial owner of the 16,439 Shares owned by SIPIII, (iv) as the sole officer of Veteri, the trading advisor of LSBK and CBPS, may be deemed the beneficial owner of the 51,600 Shares owned by LSBK and the 55,782 Shares owned by CBPS, and (v) as the investment manager for each of Broad Park, Chewy and 2514 MSF, may be deemed the beneficial owner of the 46,431 Shares owned by Broad Park, the 21,085 Shares owned by Chewy and the 34,219 Shares owned by 2514 MSF. Accordingly, Seidman may be deemed the beneficial owner of an aggregate of 453,486 Shares. In the foregoing capacities, Seidman has sole and exclusive investment discretion and voting authority with respect to all such Shares. |
Percentage: Approximately 6.91%.
(b) | 1. Sole power to vote or direct the vote: 453,486 |
| 2. Shared power to vote or direct the vote: 0 |
| 3. Sole power to dispose or direct the disposition: 453,486 |
| 4. Shared power to dispose or direct the disposition: 0 |
(c) | Seidman has not entered into any transactions in the Shares during the past 60 days. Broad Park and CBPS have not entered into any transactions in the Shares during the past 60 days. The transactions in the Shares during the past 60 days that have not been previously reported on behalf of SAL, SIP, SIPII, SIPIII, LSBK, Chewy, and 2514 MSF are set forth on Schedule B and are incorporated herein by reference. |
Each of the Reporting Persons, as a member of a “group” with the other Reporting Persons for purposes of Rule 13d-5(b)(1) of the Exchange Act, may be deemed to beneficially own the Shares owned by the other Reporting Persons. The filing of this Schedule 13D shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 13(d) of the Exchange Act, the beneficial owner of any Shares he or it does not directly own. Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that he or it does not directly own.
To the best of the Reporting Persons’ knowledge, except as set forth in this Schedule 13D, none of the persons listed on Schedule A to the Schedule 13D beneficially owns any securities of the Issuer.
(d) | No person other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares. |
(e) | Not applicable. |
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 7, 2016 | SEIDMAN AND ASSOCIATES, L.L.C. | |
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman Manager |
SEIDMAN INVESTMENT PARTNERSHIP, L.P. | ||
By: | Veteri Place Corporation, its General Partner | |
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman President |
SEIDMAN INVESTMENT PARTNERSHIP II, L.P. | ||
By: | Veteri Place Corporation, its General Partner | |
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman President |
SEIDMAN INVESTMENT PARTNERSHIP III, L.P. | ||
By: | JBRC I, LLC, its | |
Co-General Partner | ||
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman Managing Member |
LSBK06-08, L.L.C. | ||
By: | Veteri Place Corporation, its Trading Advisor | |
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman President |
BROAD PARK INVESTORS, L.L.C. | ||
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman Investment Manager |
CHEWY GOOEY COOKIES, L.P. | ||
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman Investment Manager |
2514 MULTI-STRATEGY FUND, L.P. | ||
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman Investment Manager |
CBPS, LLC | ||
By: | Veteri Place Corporation, its Trading Advisor | |
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman President |
VETERI PLACE CORPORATION | ||
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman President |
JBRC I, LLC | ||
By: | /ss/ Lawrence B. Seidman | |
Lawrence B. Seidman Managing Member |
/ss/ Lawrence B. Seidman | |
LAWRENCE B. SEIDMAN |
SCHEDULE B
Transactions in the Shares During the Past 60 Days
Entity | Date Purchased | Per Share* | Cost* | Shares | |||||||||
SAL | 3/4/2016 | 16.0507 | 434,429.30 | 27,066 | |||||||||
SIP | 3/4/2016 | 16.0509 | 340,376.30 | 21,206 | |||||||||
SIPII | 3/4/2016 | 16.0532 | 100,444.85 | 6,257 | |||||||||
SIPIII | 3/4/2016 | 16.0534 | 93,768.05 | 5,841 | |||||||||
| |||||||||||||
LSBK | 3/4/2016 | 16.0510 | 305,949.05 | 19,061 | |||||||||
Chewy | 3/4/2016 | 16.0551 | 62,374.25 | 3,885 | |||||||||
2514 MSF | 3/4/2016 | 16.0512 | 267,798.20 | 16,684 |
*Includes brokerage commission.