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1
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NAMES OF REPORTING PERSONS:
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Minerva Advisors LLC
Minerva Group, LP
Minerva GP, LP
Minerva GP, Inc.
David P. Cohen
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS):
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(a)
[ ]
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(b)
[ ]
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3
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SEC USE ONLY:
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION:
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Minerva Advisors LLC - Deleware
Minerva Group, LP - Deleware
Minerva GP, LP - Deleware
Minerva GP, Inc. - Pennsylvania
David P. Cohen - U.S. Citizen
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NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH:
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5
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SOLE VOTING POWER:
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Minerva Advisors LLC* - 1,237,221
Minerva Group, LP - 1,237,221
Minerva GP, LP* - 1,237,221
Minerva GP, Inc.* - 1,237,221
David P. Cohen* - 1,237,221
*Each of these reporting persons is deemed a beneficial owner of the 1,237,221 shares of the Issuer held by Minerva Group, LP.
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6
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SHARED VOTING POWER:
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Minerva Advisors LLC - 778,166
David P. Cohen** - 778,166
**David P. Cohen is deemed a beneficial owner of the 778,166 shares of the Issuer beneficially owned by Minerva Advisors LLC.
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7
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SOLE DISPOSITIVE POWER:
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Minerva Advisors LLC* - 1,237,221
Minerva Group, LP - 1,237,221
Minerva GP, LP* - 1,237,221
Minerva GP, Inc.* - 1,237,221
David P. Cohen* - 1,237,221
*Each of these reporting persons is deemed a beneficial owner of the 1,237,221 shares of the Issuer held by Minerva Group, LP.
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8
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SHARED DISPOSITIVE POWER:
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Minerva Advisors LLC - 778,166
David P. Cohen** - 778,166
**David P. Cohen is deemed a beneficial owner of the 778,166 shares of the Issuer beneficially owned by Minerva Advisors LLC.
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON:
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Minerva Advisors LLC* - 2,015,387
Minerva Group, LP - 1,237,221
Minerva GP, LP* - 1,237,221
Minerva GP, Inc.* - 1,237,221
David P. Cohen* - 2,015,387
*Each of these reporting persons is deemed a beneficial owner of 1,237,221 shares of the Issuer held by Minerva Group, LP. David P. Cohen is deemed a beneficial owner of the 2,015,387 shares of the Issuer beneficially owned by Minerva Advisors LLC.
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS):
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[ ]
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9):
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Minerva Advisors LLC* - 8.8%
Minerva Group, LP - 5.4%
Minerva GP, LP* - 5.4%
Minerva GP, Inc.* - 5.4%
David P. Cohen* - 8.8%
*Each of these reporting persons is deemed a beneficial owner of the 5.4% of the shares of the Issuer held by Minerva Group, LP. David P. Cohen is deemed a beneficial owner of the 8.8% shares of the Issuer beneficially owned by Minerva Advisors LLC.
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS):
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Minerva Advisors LLC - IA
Minerva Group, LP - PN
Minerva GP, LP - PN
Minerva GP, Inc. - PN
David P. Cohen - IN
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