BayVanguard ESOP Holds 744,722 Shares of BV Financial Stock

TL;DR

**BayVanguard employees now control a huge chunk of BV Financial's stock.**

AI Summary

The BayVanguard Bank Employee Stock Ownership Plan Trust reported beneficial ownership of 744,722 shares of BV Financial, Inc. (NASDAQ: BVFL) common stock as of December 31, 2023. This represents a significant stake, giving the employees substantial voting power over the company's future decisions. This matters to shareholders because employee ownership can align interests between management and staff, potentially leading to better long-term performance, but also means a large block of shares is controlled internally.

Why It Matters

This filing shows that employees, through their ESOP, have a large ownership stake in BV Financial, which can influence corporate governance and strategic direction.

Risk Assessment

Risk Level: low — This filing indicates a stable, internal ownership structure rather than a hostile takeover or significant sell-off.

Analyst Insight

Investors should note the substantial employee ownership, as it can indicate strong internal commitment and potentially influence long-term strategic decisions, but doesn't necessarily signal immediate stock price movement.

Key Numbers

• 744,722 — Shares Beneficially Owned (Represents the sole voting power held by the BayVanguard Bank Employee Stock Ownership Plan Trust.)
• December 31, 2023 — Date of Event (The date on which the ownership stake was established, requiring this filing.)
• 05603E 208 — CUSIP Number (Unique identifier for BV Financial, Inc. Common Stock.)

Key Players & Entities

• BayVanguard Bank Employee Stock Ownership Plan Trust (company) — reporting person and beneficial owner of shares
• BV Financial, Inc. (company) — the issuer of the securities
• Maryland (person) — place of organization for the reporting person

Forward-Looking Statements

• The significant employee ownership will likely foster long-term stability and alignment of interests within BV Financial, Inc. (BV Financial, Inc.) — medium confidence, target: 2025-12-31

FAQ

Key Financial Figures

• $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti

Filing Documents

• sc13g_2023.htm (SC 13G) — 36KB
• 0000943374-24-000053.txt ( ) — 38KB

From the Filing

SC 13G 1 sc13g_2023.htm BV FINANCIAL, INC. SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.) * BV Financial, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 05603E 208 (CUSIP Number) December 31, 2023 (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). Page 1 of 5 Pages CUSIP NO. 05603E 208 13G Page 2 of 5 Pages 1 Names of Reporting Persons BayVanguard Bank Employee Stock Ownership Plan 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 Maryland Number of Shares Beneficially Owned by Each Reporting Person With: 5 Sole Voting Power 744,722 6 Shared Voting Power 123,794 7 Sole Dispositive Power 861,622 8 Shared Dispositive Power 6,894 9 Aggregate Amount Beneficially Owned by Each Reporting Person 868,516 10 Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) 11 Percent of Class Represented by Amount in Row 9 7.6% of 11,375,803 shares of Common Stock outstanding as of December 31, 2023. 12 Type of Reporting Person (See Instructions) EP CUSIP NO. 05603E 208 13G Page 3 of 5 Pages Item 1. (a) Name of Issuer BV Financial, Inc. (b) Address of Issuer's Principal Executive Offices 7114 North Point Road Baltimore, Maryland 21219 Item 2. (a) Name of Person Filing BayVanguard Bank Employee Stock Ownership Plan Trust Trustee: Pentegra Trust Company (b) Address of Principal Business Office c/o Pentegra Services 2 Enterprise Drive, Suite 408 Shelton, Connecticut 06484 (c) Citizenship or Place of Organization See Page 2, Item 4. (d) Title of Class of Securities Common Stock, par value $0.01 per share (e) CUSIP Number See Page 1. 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: (f) An employee benefit plan or endowment fund in accordance with 240.13d-1(b)(1)(ii)(F). CUSIP NO. 05603E 208 13G Page 4 of 5 Pages Item 4. 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 Page 2, Item 9. (b) Percent of class: See Page 2, Item 11. (c) Number of shares as to which the person has: (i) Sole power to vote or to direct the vote: See Page 2, Number 5. (ii) Shared power to vote or to direct the vote: See Page 2, Number 6. (iii) Sole power to dispose or to direct the disposition of: See Page 2, Number 7. (iv) Shared power to dispose or to direct the disposition of: See Page 2, Number 8. Item 5. Not applicable Item 6. Not applicable Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person Not applicable Item 8. Identification and Classification of Members of the Group The reporting person is an employee benefit plan subject to the provisions of the Employee Retirement Income Security Act of 1974, as amended. Item 9. Notice of Dissolution of Group Not applicable Item 10. Certification By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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, other than activities solely in connection with a nomination under 240.14a-11. CUSIP NO. 05603E 208 13G Page 5 of 5 Pages 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. BAYVANGUARD BANK EMPLOYEE STOCK OWNERSHIP PLAN TRUST Date: February 8, 2024 By: Pentegra Trust Company, Trustee /s/ Paula Edmonds Name: Paula Edmonds Title: Vice President

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View this SC 13G filing on SEC EDGAR