Castle Creek Capital Partners VII, LP Amends CF Bankshares Stake
Ticker: CFBK · Form: SC 13D/A · Filed: Dec 3, 2024 · CIK: 1070680
Sentiment: neutral
Topics: ownership-change, sec-filing, schedule-13d
Related Tickers: CFBK
TL;DR
Castle Creek Capital Partners VII, LP updated its 13D filing for CF Bankshares Inc. on 12/3/24.
AI Summary
Castle Creek Capital Partners VII, LP, a significant shareholder, filed an amendment to its Schedule 13D on December 3, 2024, regarding its holdings in CF Bankshares Inc. The filing indicates a change in the beneficial ownership of CF Bankshares Inc. common stock. Castle Creek Capital Partners VII, LP is based in Rancho Santa Fe, CA.
Why It Matters
This amendment signals a potential shift in the ownership structure or strategy of CF Bankshares Inc., which could impact its stock performance and future business decisions.
Risk Assessment
Risk Level: medium — Schedule 13D filings often indicate significant investor activity, which can lead to volatility or strategic changes in the subject company.
Key Players & Entities
- Castle Creek Capital Partners VII, LP (company) — Filing entity
- CF BANKSHARES INC. (company) — Subject company
- 0001104659-24-125244 (filing_id) — Accession number for the filing
- 20241203 (date) — Filing date
FAQ
What is the primary purpose of this SC 13D/A filing?
This filing is an amendment to a Schedule 13D, indicating a change in the beneficial ownership of CF Bankshares Inc. common stock by Castle Creek Capital Partners VII, LP.
Who is the filing entity and what is their address?
The filing entity is Castle Creek Capital Partners VII, LP, located at 6051 El Tordo #1329, Rancho Santa Fe, CA 92067.
What is the subject company and its CUSIP number?
The subject company is CF BANKSHARES INC., with CUSIP number 12520L109.
When was this amendment filed with the SEC?
This amendment was filed on December 3, 2024.
What was CF Bankshares Inc. formerly known as?
CF Bankshares Inc. was formerly known as CENTRAL FEDERAL CORP and GRAND CENTRAL FINANCIAL CORP.
Filing Stats: 1,375 words · 6 min read · ~5 pages · Grade level 12.1 · Accepted 2024-12-03 21:30:17
Key Financial Figures
- $0.01 — ame of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securiti
- $1,502,812 — of Voting Common Stock for proceeds of $1,502,812.32, which represents an amount net of c
- $27.67 — 25, 2024 at a weighted average price of $27.67 per share (in multiple open market, bro
- $27.50 — oker-assisted transactions ranging from $27.50 to $28.10, inclusive); (ii) 12,574 shar
- $28 — ted transactions ranging from $27.50 to $28.10, inclusive); (ii) 12,574 shares of V
- $27.89 — 26, 2024 at a weighted average price of $27.89 per share (in multiple open market, bro
- $27.80 — oker-assisted transactions ranging from $27.80 to $28.00, inclusive); (iii) 8,279 shar
- $28.40 — 27, 2024 at a weighted average price of $28.40 per share (in multiple open market, bro
- $28.00 — oker-assisted transactions ranging from $28.00 to $28.75, inclusive); and (iv) 3,600 s
- $28.39 — 29, 2024 at a weighted average price of $28.39 per share (in multiple open market, bro
- $28.22 — oker-assisted transactions ranging from $28.22 to $28.58, inclusive). 4 SIGNATURES
Filing Documents
- tm2430038d1_sc13da.htm (SC 13D/A) — 56KB
- 0001104659-24-125244.txt ( ) — 58KB
Source and Amount of Funds
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 25, 2024 and November 29, 2024 (inclusive), Castle Creek Capital Partners VII, LP (“Fund VII”) sold an aggregate of 53,963 shares of Voting Common Stock for proceeds of $1,502,812.32, 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 523,253 9.9 % 0 523,253 0 523,253 Castle Creek Capital VII LLC (3) 523,253 9.9 % 0 523,253 0 523,253 (1) Includes (i) the 363,751 shares of Voting Common Stock held by Fund VII and (ii) the maximum number of shares (i.e., 159,502 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) 1,024,498 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 5,285,387 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 159,502 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 owned by Fund VII, except to
(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) 29,510 shares of Voting Common Stock sold on November 25, 2024 at a weighted average price of $27.67 per share (in multiple open market, broker-assisted transactions ranging from $27.50 to $28.10, inclusive); (ii) 12,574 shares of Voting Common Stock sold on November 26, 2024 at a weighted average price of $27.89 per share (in multiple open market, broker-assisted transactions ranging from $27.80 to $28.00, inclusive); (iii) 8,279 shares of Voting Common Stock sold on November 27, 2024 at a weighted average price of $28.40 per share (in multiple open market, broker-assisted transactions ranging from $28.00 to $28.75, inclusive); and (iv) 3,600 shares of Voting Common Stock sold on November 29, 2024 at a weighted average price of $28.39 per share (in multiple open market, broker-assisted transactions ranging from $28.22 to $28.58, 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: December 3, 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