Castle Creek Capital Adjusts CF Bankshares Stake
Ticker: CFBK · Form: SC 13D/A · Filed: Nov 26, 2024 · CIK: 1070680
| Field | Detail |
|---|---|
| Company | Cf Bankshares INC. (CFBK) |
| Form Type | SC 13D/A |
| Filed Date | Nov 26, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 6 min |
| Key Dollar Amounts | $0.01, $1,934,438, $27.47, $27.30, $27 |
| Sentiment | neutral |
Sentiment: neutral
Topics: ownership-change, sec-filing, schedule-13d
Related Tickers: CFBK
TL;DR
Castle Creek Capital filed an amendment to its 13D, changing its stake in CF Bankshares.
AI Summary
Castle Creek Capital Partners VII, LP, through an amendment filed on November 26, 2024, reported a change in its beneficial ownership of CF Bankshares Inc. The filing indicates a shift in holdings, though specific dollar amounts and exact percentages are not detailed in this excerpt. The amendment pertains to the Schedule 13D filing, suggesting a significant stake in the company.
Why It Matters
Changes in beneficial ownership filings like this can signal shifts in investor sentiment or strategy, potentially impacting the stock price of CF Bankshares Inc.
Risk Assessment
Risk Level: medium — Schedule 13D filings often indicate significant stakes, and amendments can signal changes in strategy or market outlook.
Key Players & Entities
- Castle Creek Capital Partners VII, LP (company) — Filing entity
- CF BANKSHARES INC. (company) — Subject company
- CENTRAL FEDERAL CORP (company) — Former company name
- GRAND CENTRAL FINANCIAL CORP (company) — Former company name
FAQ
What specific changes in beneficial ownership are reported in this amendment?
This excerpt does not detail the specific changes in beneficial ownership, only that an amendment to the Schedule 13D was filed on November 26, 2024.
What is the CUSIP number for CF Bankshares Inc. common stock?
The CUSIP number for CF Bankshares Inc. common stock is 15346Q400.
Who is the filing entity for this Schedule 13D/A?
The filing entity is Castle Creek Capital Partners VII, LP.
What is the primary business of CF Bankshares Inc. according to the filing?
CF Bankshares Inc. is classified under NATIONAL COMMERCIAL BANKS [6021].
When was the most recent name change for CF Bankshares Inc. or its predecessors?
The most recent name change was for CENTRAL FEDERAL CORP to CF BANKSHARES INC. on May 9, 2003.
Filing Stats: 1,435 words · 6 min read · ~5 pages · Grade level 12.1 · Accepted 2024-11-26 21:21:47
Key Financial Figures
- $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
- $1,934,438 — of Voting Common Stock for proceeds of $1,934,438.38, which represents an amount net of c
- $27.47 — 15, 2024 at a weighted average price of $27.47 per share (in multiple open market, bro
- $27.30 — oker-assisted transactions ranging from $27.30 to $27.70, inclusive); (ii) 17,400 shar
- $27 — ted transactions ranging from $27.30 to $27.70, inclusive); (ii) 17,400 shares of V
- $27.49 — 18, 2024 at a weighted average price of $27.49 per share (in multiple open market, bro
- $27.40 — oker-assisted transactions ranging from $27.40 to $27.70, inclusive); (iii) 10,605 sha
- $27.29 — 19, 2024 at a weighted average price of $27.29 per share (in multiple open market, bro
- $27.16 — oker-assisted transactions ranging from $27.16 to $27.50, inclusive); (iv) 6,695 share
- $27.05 — oker-assisted transactions ranging from $27.05 to $27.99, inclusive); (v) 6,695 shares
- $27.32 — 21, 2024 at a weighted average price of $27.32 per share (in multiple open market, bro
- $27.12 — oker-assisted transactions ranging from $27.12 to $27.64, inclusive); and (vi) 20,490
- $27.54 — 22, 2024 at a weighted average price of $27.54 per share (in multiple open market, bro
- $27.35 — oker-assisted transactions ranging from $27.35 to $27.75, inclusive). 4 SIGNATURES
Filing Documents
- tm2429584d1_sc13da.htm (SC 13D/A) — 50KB
- 0001104659-24-123265.txt ( ) — 52KB
(d) or 2(e)
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 0 8 SHARED VOTING POWER 517,324 (1) 9 SOLE DISPOSITIVE POWER 0 10 SHARED DISPOSITIVE POWER 517,324 (1) 11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 517,324 (1) 12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) ¨ 13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 9.9% (1) 14 TYPE OF REPORTING PERSON (See Instructions) OO (Limited Liability Company), HC (Control Person) (1) The information set forth in Item 5 of this statement on Schedule 13D is incorporated herein by reference. 3 This Amendment No. 3 to Schedule 13D (this “Amendment No. 3”) amends and supplements the Schedule 13D filed on December 24, 2019 (the “Original Schedule 13D”, and as amended by Amendment No. 1 filed on March 31, 2020 and Amendment No. 2 filed on June 1, 2020, the “Schedule 13D”) with the U.S. Securities and Exchange Commission (the “SEC”), relating to the shares of common stock, par value $0.01 per share (“Voting Common Stock”), of Central Federal Corporation (the “Issuer” or the “Company”). Unless specifically amended hereby, the disclosures set forth in the Schedule 13D remain unchanged. Capitalized terms used in this Amendment No. 3 that are not otherwise defined herein have the meanings attributed to them in the Original Schedule 13D. Item 3. Source and Amount of Funds or Other Consideration
of the Schedule 13D is hereby amended and
Item 3 of the Schedule 13D is hereby amended and supplemented by adding the following: Between November 15, 2024 and November 22, 2024 (inclusive), Castle Creek Capital Partners VII, LP (“Fund VII”) sold an aggregate of 70,585 shares of Voting Common Stock for proceeds of $1,934,438.38, which represents an amount net of commissions and fees, in various open-market transactions. Item 5. Interest in Securities of the Issuer
(a) -
Item 5 (a) - (c) of the Schedule 13D is hereby amended and restated in its entirety as follows: (a) and (b) Reporting Person Amount Beneficially Owned (1) Percent of Class (2) Sole Power to Vote or Direct the Vote Shared Power to Vote or Direct the Vote Sole Power to Dispose or to Direct the Disposition Shared Power to Dispose or Direct the Disposition Castle Creek Capital Partners VII, LP 517,324 9.9 % 0 517,324 0 517,324 Castle Creek Capital VII LLC (3) 517,324 9.9 % 0 517,324 0 517,324 (1) Includes (i) the 417,714 shares of Voting Common Stock held by Fund VII and (ii) the maximum number of shares (i.e., 99,610 shares) of Voting Common Stock issuable to Fund VII and its affiliates upon conversion of the Non-Voting Common Stock held by Fund VII taking into consideration the Ownership Cap. Excludes (i) 1,084,390 shares of Non-Voting Common Stock and (ii) 160 shares of the Company’s non-voting convertible, perpetual Series D preferred stock, par value $0.01 per share (“Series D Preferred Stock”). Since Fund VII does not presently, and will not within the next 60 days, have the right to acquire Voting Common Stock in respect of such Non-Voting Common Stock and Series D Preferred Stock (due in part to the Ownership Cap), those underlying shares are not included in the amount reported herein. (2) This calculation is based on 5,225,495 shares of Voting Common Stock of the Company outstanding, which was calculated based on (i) 5,125,885 shares of Voting Common Stock outstanding as of November 8, 2024, as reported in the Company’s Quarterly Report on Form 10-Q filed with the SEC on November 13, 2024, and (ii) an additional 99,610 shares of Voting Common Stock that would be issued to Fund VII upon conversion of the maximum number of shares of Non-Voting Common Stock permitted in light of the Ownership Cap. (3) CCC VII disclaims beneficial ownership of the Voting Common Stock beneficially
(c) of the Schedule
Item 5(c) of the Schedule 13D is hereby amended and supplemented as follows: Fund VII has engaged in the following open market, broker-assisted transactions with respect to the Voting Common Stock during the last 60 days: (i) 8,700 shares of Voting Common Stock sold on November 15, 2024 at a weighted average price of $27.47 per share (in multiple open market, broker-assisted transactions ranging from $27.30 to $27.70, inclusive); (ii) 17,400 shares of Voting Common Stock sold on November 18, 2024 at a weighted average price of $27.49 per share (in multiple open market, broker-assisted transactions ranging from $27.40 to $27.70, inclusive); (iii) 10,605 shares of Voting Common Stock sold on November 19, 2024 at a weighted average price of $27.29 per share (in multiple open market, broker-assisted transactions ranging from $27.16 to $27.50, inclusive); (iv) 6,695 shares of Voting Common Stock sold on November 20, 2024 at a weighted average price of $27.29 per share (in multiple open market, broker-assisted transactions ranging from $27.05 to $27.99, inclusive); (v) 6,695 shares of Voting Common Stock sold on November 21, 2024 at a weighted average price of $27.32 per share (in multiple open market, broker-assisted transactions ranging from $27.12 to $27.64, inclusive); and (vi) 20,490 shares of Voting Common Stock sold on November 22, 2024 at a weighted average price of $27.54 per share (in multiple open market, broker-assisted transactions ranging from $27.35 to $27.75, inclusive). 4
SIGNATURES
SIGNATURES After reasonable inquiry and to the best of the knowledge and belief of the undersigned, the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: November 26, 2024 CASTLE CREEK CAPITAL PARTNERS VII, LP By: /s/ Tony Scavuzzo Name: Tony Scavuzzo Title: Managing Principal CASTLE CREEK CAPITAL VII LLC By: /s/ Tony Scavuzzo Name: Tony Scavuzzo Title: Managing Principal 5