09/17/2025 | Press release | Distributed by Public on 09/17/2025 07:35
FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Option to Purchase Class A Voting Common Stock | $7.5 | 03/01/2016 | (5) | Class A Common Stock | 7,500 | 7,500 | D(5) | ||||||||
Option to Purchase Class A Voting Common Stock | $11.35 | 09/23/2019 | (5) | Class A Common Stock | 4,000 | 4,000 | D(5) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WYCOFF W KIRK FOUR RADNOR CORPORATE CENTER 100 MATSONFORD ROAD, SUITE 210 RADNOR, PA 19087 |
X | X | ||
Patriot Financial Partners GP II, L.P. FOUR RADNOR CORPORATE CENTER 100 MATSONFORD ROAD, SUITE 210 RADNOR, PA 19087 |
X | |||
Patriot Financial Partners II, L.P. FOUR RADNOR CORPORATE CENTER 100 MATSONFORD ROAD, SUITE 210 RADNOR, PA 19087 |
X | |||
Patriot Financial Partners Parallel II, L.P. FOUR RADNOR CORPORATE CENTER 100 MATSONFORD ROAD, SUITE 210 RADNOR, PA 19087 |
X | |||
Patriot Financial Partners GP II, LLC FOUR RADNOR CORPORATE CENTER 100 MATSONFORD ROAD, SUITE 210 RADNOR, PA 19087 |
X | |||
Deutsch James F. FOUR RADNOR CORPORATE CENTER 100 MATSONFORD ROAD, SUITE 210 RADNOR, PA 19087 |
X | |||
LUBERT IRA M FMC TOWER AT CIRA CENTRE SOUTH 2929 WALNUT STREET, SUITE 1550 PHILADELPHIA, PA 19104 |
X | |||
LYNCH JAMES J FOUR RADNOR CORPORATE CENTER 100 MATSONFORD ROAD, SUITE 210 RADNOR, PA 19087 |
X |
/s/ Patriot Financial Partners II, L.P. By: W. Kirk Wycoff, a member of Patriot Financial Partners GP II, LLC, the general partner of Patriot Financial Partners GP II, L.P., the general partner of Patriot Financial Partners II, L.P. | 09/17/2025 | |
**Signature of Reporting Person | Date | |
/s/ Patriot Financial Partners GP II, L.P. By: W. Kirk Wycoff, a member of Patriot Financial Partners GP II, LLC, the general partner of Patriot Financial Partners GP II, L.P., the general partner of Patriot Financial Partners II, L.P. | 09/17/2025 | |
**Signature of Reporting Person | Date | |
/s/ Patriot Financial Partners Parallel II, L.P. By: W. Kirk Wycoff, a member of Patriot Financial Partners GP II, LLC, the general partner of Patriot Financial Partners GP II, L.P., the general partner of Patriot Financial Partners Parallel II, L.P. | 09/17/2025 | |
**Signature of Reporting Person | Date | |
/s/ Patriot Financial Partners GP II, LLC By: W. Kirk Wycoff, a member | 09/17/2025 | |
**Signature of Reporting Person | Date | |
/s/ W. Kirk Wycoff | 09/17/2025 | |
**Signature of Reporting Person | Date | |
/s/ James F. Deutsch | 09/17/2025 | |
**Signature of Reporting Person | Date | |
/s/ Ira M. Lubert | 09/17/2025 | |
**Signature of Reporting Person | Date | |
/s/ James J. Lynch | 09/17/2025 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | This Form 4 is filed jointly by Patriot Financial Partners GP II, LLC ("Patriot LLC"), Patriot Financial Partners GP II, LP. ("Patriot GP"), Patriot Financial Partners II, LP. ("Patriot Fund II"), Patriot Financial Partners Parallel II, LP. ("Patriot Parallel Fund II," together with Patriot Fund II, the "Funds"), W. Kirk Wycoff, James J. Lynch, Ira M. Lubert and James F. Deutsch. Patriot GP is a general partner of each of the Funds and Patriot LLC is a general partner of Patriot GP. In addition, each of W. Kirk Wycoff, Ira M. Lubert and James J. Lynch serve as general partners of the Funds and is a member of Patriot LLC. James F. Deutsch is a member of the Patriot Funds Investment Committee. |
(2) | The securities owned by the Funds may be regarded as being beneficially owned by Patriot GP, Patriot LLC, W. Kirk Wycoff, James J. Lynch, Ira M. Lubert and James F. Deutsch. On September 15, 2025, Patriot Fund II agreed to sell 1,119,391 shares of common stock and Patriot Parallel Fund II agreed to sell 130,609 shares of common stock. |
(3) | After the sale, Patriot Fund II holds 1,823,182 shares of common stock and Patriot Parallel Fund II holds 212,727 shares of common stock. |
(4) | This filing shall not be deemed an admission that the Reporting Persons are subject to Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or, for purposes of Section 16 of the Exchange Act or otherwise (other than to the extent a Reporting Person directly holds the securities reported herein), and Messrs. Wycoff, Lynch, Lubert and Deutsch each disclaim beneficial ownership of the securities owned by the Funds, except to the extent of their respective pecuniary interest therein. |
(5) | The options were previously granted to Mr. Wycoff as a director of the Company. Each option to purchase Class A Voting Common Stock remains exercisable until the earlier of (a) ten (10) years after its date of grant or (b) the (3) months after the date Mr. Wycoff ceases to serve as a non-employee of the Issuer. |