Stilwell Amends IF Bancorp Stake Filing

Ticker: IROQ · Form: SC 13D/A · Filed: May 28, 2024 · CIK: 1514743

Sentiment: neutral

Topics: schedule-13d, amendment, shareholder-filing

Related Tickers: IFBC

TL;DR

Stilwell updated his IF Bancorp stake filing, watch for potential moves.

AI Summary

Joseph Stilwell filed an amendment to his Schedule 13D on May 28, 2024, regarding his holdings in IF Bancorp, Inc. The filing indicates a change in the beneficial ownership of the company's common stock. Stilwell's address is listed as 111 Broadway, 12th Floor, New York, NY 10006.

Why It Matters

This amendment signals a potential shift in significant shareholder activity or strategy concerning IF Bancorp, Inc., which could influence its stock performance.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions or changes in control, indicating potential volatility.

Key Players & Entities

FAQ

What specific changes are detailed in this Schedule 13D/A filing for IF Bancorp, Inc.?

The filing is an amendment (Amendment No. 1) to a Schedule 13D, indicating a change in the previously reported information regarding beneficial ownership of IF Bancorp, Inc. common stock.

Who is the primary filer for this Schedule 13D/A?

The primary filer is Mr. Joseph Stilwell.

What is the CUSIP number for IF Bancorp, Inc. common stock?

The CUSIP number for IF Bancorp, Inc. common stock is 44951J105.

What is the business address of IF Bancorp, Inc.?

The business address of IF Bancorp, Inc. is 201 E. Cherry St, Watseka, IL 60970.

What is the mailing address provided for the person authorized to receive notices regarding this filing?

The mailing address provided for the person authorized to receive notices is 111 Broadway, 12th Floor, New York, NY 10006.

Filing Stats: 4,634 words · 19 min read · ~15 pages · Grade level 10.9 · Accepted 2024-05-28 19:47:18

Key Financial Figures

Filing Documents

Security and Issuer

Item 1. Security and Issuer This is the first amendment (the “First Amendment”) to the Schedule 13D filed on September 18, 2023 (the “2023 Schedule 13D”). This First Amendment is being filed jointly by Stilwell Activist Fund, L.P., a Delaware limited partnership (“Stilwell Activist Fund”); Stilwell Activist Investments, L.P., a Delaware limited partnership (“Stilwell Activist Investments”); Stilwell Partners, L.P., a Delaware limited partnership (“Stilwell Partners”); Stilwell Value LLC, a Delaware limited liability company (“Stilwell Value LLC”) and the general partner of Stilwell Activist Fund, Stilwell Activist Investments and Stilwell Partners; and Joseph Stilwell, the managing member and owner of Stilwell Value LLC. The filers of this statement are collectively referred to herein as the “Group.” This statement relates to the common stock, par value $0.01 per share (“Common Stock”), of IF Bancorp, Inc. (the “Issuer”). The address of the principal executive offices of the Issuer is 201 East Cherry Street, Watseka, Illinois 60970. The joint filing agreement of the members of the Group was filed as Exhibit 1 to the 2023 Schedule 13D.

Identity and Background

Item 2. Identity and Background (a)-(c) This statement is filed by Joseph Stilwell with respect to the shares of Common Stock beneficially owned by Joseph Stilwell, including shares of Common Stock held in the names of Stilwell Activist Fund, Stilwell Activist Investments and Stilwell Partners in Joseph Stilwell’s capacities as the managing member and owner of Stilwell Value LLC, which is the general partner of Stilwell Activist Fund, Stilwell Activist Investments, and Stilwell Partners. The business address of Stilwell Activist Fund, Stilwell Activist Investments, Stilwell Partners, and Stilwell Value LLC is 111 Broadway, 12th Floor, New York, New York 10006. The business address of Joseph Stilwell is 200 Calle del Santo Cristo, Segundo Piso, San Juan, Puerto Rico 00901. The principal employment of Joseph Stilwell is investment management. Stilwell Activist Fund, Stilwell Activist Investments and Stilwell Partners are private investment partnerships engaged in the purchase and sale of securities for their own accounts. Stilwell Value LLC serves as the general partner of Stilwell Activist Fund, Stilwell Activist Investments, and Stilwell Partners, and related partnerships. (d) During the past five years, no member of the Group has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). (e) During the past five years, no member of the Group has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, Federal or State securities laws or finding any violation with respect to such laws. (f) Joseph Stilwell is a citizen of the United States.

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration Since we last reported purchases and sales of Common Stock (see the 2023 Schedule 13D), Stilwell Partners has not expended any monies to acquire shares of Common Stock. Since we last reported purchases and sales of Common Stock (see the 2023 Schedule 13D), Stilwell Activist Fund has expended a total of $4,192.50 to acquire 258 shares of Common Stock. Such funds were provided from Stilwell Activist Fund’s working capital and may, from time to time, be provided in part by margin account loans from subsidiaries of Morgan Stanley extended in the ordinary course of business. 7 CUSIP No. 44951J105 Since we last reported purchases and sales of Common Stock (see the 2023 Schedule 13D), Stilwell Activist Investments has expended a total of $457,439.02 to acquire 30,317 shares of Common Stock. Such funds were provided from Stilwell Activist Investments’ working capital and may, from time to time, be provided in part by margin account loans from subsidiaries of Morgan Stanley, Interactive Brokers or Velocity Clearing extended in the ordinary course of business. All purchases of shares of Common Stock made by the Group using funds borrowed from subsidiaries of Morgan Stanley, Interactive Brokers or Velocity Clearing, if any, were made in margin transactions on their usual terms and conditions, except as disclosed below in Item 5. All or part of the shares of Common Stock owned by members of the Group may from time to time be pledged with one or more banking institutions or brokerage firms as collateral for loans made by such entities to members of the Group. Such loans generally bear interest at a rate based on the broker’s call rate from time to time in effect. Such indebtedness, if any, may be refinanced with other banks or broker-dealers.

Purpose of Transaction

Item 4. Purpose of Transaction We are filing this First Amendment to announce that we have submitted a stockholder proposal (the “Proposal”) to the Issuer pursuant to Rule 14a-8 of the Securities Exchange Act of 1934, as amended, calling for the prompt sale of the Issuer. A copy of the Proposal is attached hereto as Exhibit 2 and is incorporated herein by reference. If the Proposal does not lead to the Issuer’s prompt sale, we intend to seek board representation at the Issuer. We filed our original Schedule 13D reporting our original position in the Issuer on March 5, 2012. We urged management and the board to maximize shareholder value through share repurchases. We believed the Issuer acted in good faith to do so and, in our estimation, its market price increased to reflect fair value. On September 24, 2019, we disclosed that we sold shares of Common Stock in the open market and had decreased our holdings below 5%. We purchased shares of Common Stock and again filed a Schedule 13D (the 2023 Schedule 13D) reporting our position on September 18, 2023. Our purpose in acquiring shares of Common Stock of the Issuer is to profit from the appreciation in the market price of the shares of Common Stock through asserting shareholder rights. We do not believe the value of the Issuer’s assets is adequately reflected in the current market price of the Issuer’s Common Stock. Members of the Group may seek to make additional purchases or sales of shares of Common Stock. Except as described in this filing, no member of the Group has any plans or proposals which relate to, or could result in, any of the matters referred to in paragraphs (a) through (j), inclusive, of Item 4 of Schedule 13D. Members of the Group may, at any time and from time to time, review or reconsider their positions and formulate plans or proposals with respect thereto. 8 CUSIP No. 44951J105 Since 2000, members or affiliates of the Group have taken an ‘activist posi

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