Stilwell Files 19th Amendment to 13D on Peoples Financial Corp

TL;DR

**Activist investor Stilwell just updated his stake in Peoples Financial Corp, signaling continued involvement.**

AI Summary

Joseph Stilwell, a significant shareholder, filed Amendment No. 19 to his Schedule 13D for Peoples Financial Corporation (PFB) on January 19, 2024. This amendment updates his beneficial ownership, indicating a change in his holdings or investment intent. For current or prospective shareholders, this filing signals that a major activist investor is continuing to monitor and potentially influence the company, which could lead to strategic changes or increased shareholder value.

Why It Matters

This filing indicates that a prominent activist investor, Joseph Stilwell, is still actively involved with Peoples Financial Corporation, suggesting potential future actions or influence on the company's direction.

Risk Assessment

Risk Level: medium — The risk is medium because while an activist investor's involvement can drive positive change, it can also lead to volatility or disagreements with management.

Analyst Insight

Investors should monitor future filings from Joseph Stilwell for Peoples Financial Corporation to understand any shifts in his investment strategy or potential activist campaigns, as his involvement can influence stock performance.

Key Players & Entities

• Joseph Stilwell (person) — Reporting Person and activist investor
• PEOPLES FINANCIAL CORPORATION (company) — Issuer of the securities
• $1.00 (dollar_amount) — par value per share of Common Stock
• January 19, 2024 (date) — Date of event requiring this filing

Forward-Looking Statements

• Joseph Stilwell will continue to actively monitor and potentially engage with Peoples Financial Corporation's management. (Joseph Stilwell) — high confidence, target: 2024-12-31

FAQ

Key Financial Figures

• $1.00 — ame of Issuer) Common Stock, par value $1.00 per share (Title of Class of Securiti
• $310,429.22 — lwell Activist Investments has expended $310,429.22 to acquire 23,628 shares of Common Stoc
• $50 million — r remedies. We are seeking in excess of $50 million in restitution to the Issuer from the I

Filing Documents

• sc13da1910318019_01222024.htm (SC 13D/A) — 298KB
• ex23to13da1910318019_012224.htm (EX-23) — 14KB
• ex24to13da1910318019_012224.htm (EX-24) — 14KB
• 0000921895-24-000104.txt ( ) — 327KB

Security and Issuer

Item 1. Security and Issuer This is the nineteenth amendment (this “Nineteenth Amendment”) to the original Schedule 13D (the “Original Schedule 13D”), which was filed on November 23, 2020, and amended on December 23, 2020 (the “First Amendment”), on February 9, 2021 (the “Second Amendment”), on March 12, 2021 (the “Third Amendment”), on March 17, 2021 (the “Fourth Amendment”), on March 29, 2021 (the “Fifth Amendment”), on April 5, 2021 (the “Six Amendment”), on April 8, 2021 (the “Seventh Amendment”), on April 20, 2021 (the “Eighth Amendment”), on May 5, 2021 (the “Ninth Amendment”), on February 7, 2022 (the “Tenth Amendment”), on March 15, 2022 (the “Eleventh Amendment”), on April 4, 2022 (the “Twelfth Amendment”), on July 12, 2022 (the “Thirteenth Amendment”), on January 25, 2023 (the “Fourteenth Amendment”), on March 23, 2023 (the “Fifteenth Amendment”), on April 12, 2023 (the “Sixteenth Amendment”), on April 19, 2023 (the “Seventeenth Amendment”), and on October 3, 2023 (the “Eighteenth Amendment”). This Nineteenth Amendment is being filed jointly by Stilwell Value Partners VII, L.P., a Delaware limited partnership (“Stilwell Value Partners VII”); 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 Value LLC, a Delaware limited liability company (“Stilwell Value LLC”), and the general partner of Stilwell Value Partners VII, Stilwell Activist Fund, and Stilwell Activist Investments; and Joseph Stilwell, the managing member and owner of Stilwell Value LLC (collectively, “we” or “us”). The filers of this statem

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 Value Partners VII, Stilwell Activist Fund, and Stilwell Activist Investments in Joseph Stilwell’s capacities as the managing member and owner of Stilwell Value LLC, which is the general partner of Stilwell Value Partners VII, Stilwell Activist Fund, and Stilwell Activist Investments. The business address of Stilwell Value Partners VII, Stilwell Activist Fund, Stilwell Activist Investments, and Stilwell Value LLC is 111 Broadway, 12 th 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 Value Partners VII, Stilwell Activist Fund, and Stilwell Activist Investments 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 Value Partners VII, Stilwell Activist Fund and Stilwell Activist Investments, 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). 7 CUSIP No. 71103B102 (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 Eighteenth Amendment), Stilwell Value Partners VII has not expended any monies to acquire shares of Common Stock. Such funds were provided from Stilwell Value Partners VII’s working capital and, from time to time, may be provided in part by margin account loans from subsidiaries of Interactive Brokers and Morgan Stanley extended in the ordinary course of business. Since we last reported purchases and sales of Common Stock (see the Eighteenth Amendment), Stilwell Activist Fund has not expended any monies to acquire shares of Common Stock. Such funds were provided from Stilwell Activist Fund’s working capital and, from time to time, may be provided in part by margin account loans from subsidiaries of Morgan Stanley extended in the ordinary course of business. Since we last reported purchases and sales of Common Stock (see the Eighteenth Amendment), Stilwell Activist Investments has expended $310,429.22 to acquire 23,628 shares of Common Stock. Such funds were provided from Stilwell Activist Investment’s working capital and, from time to time, may be provided in part by margin account loans from subsidiaries of Morgan Stanley extended in the ordinary course of business. All purchases of shares of Common Stock made by the Group using funds borrowed from Interactive Brokers or Morgan Stanley, if any, were made in margin transactions on their usual terms and conditions. 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 Nineteenth Amendment to announce that we have served our notice of intent to nominate Stewart F. Peck for election as a director at the Issuer’s upcoming 2024 annual meeting of shareholders (the “2024 Annual Meeting”), with Scott M. Polakoff as our alternate nominee. Copies of the Nominee Agreements (as defined below) are attached as Exhibits 23 and 24 to this Nineteenth Amendment. We believe management and the directors have ill served the Issuer’s shareholders, and the Issuer should explore all possibilities to maximize shareholder value. 8 CUSIP No. 71103B102 Our nominees for election as directors at the Issuer’s 2021, 2022 and 2023 annual meetings were not elected. Subsequent to the 2022 annual meeting, the Board of Governors of the Federal Reserve notified us that it would not object to the Group’s purchase of additional shares of the Issuer up to 14.9%. On May 31, 2022, pursuant to Mississippi law, we served a demand for inspection of the Issuer’s books and records related to, among other things, reported losses and the employee(s) responsible for the losses associated with the Issuer’s securities portfolio. When the Issuer refused to permit the inspection of its books and records, we filed, on July 22, 2022, a complaint in the Chancery Court of Harrison County, Mississippi to compel the production of those books and records. On June 30, 2023, we demanded that the Issuer pursue a derivative action against its directors for breach of their fiduciary duties for failure to oversee and properly supervise management of the company. After four Harrison County judges recused themselves, the Mississippi Supreme Court appointed a retired Judge from Hinds County, Mississippi as Special Chancellor to hear our books and records demand case against the Issuer. On July 18, 2023, the Special Chancellor partially granted our motion for summary judgment and ordered the Iss

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