Form SC 13G/A - Statement of acquisition of beneficial ownership by individuals: [Amend]
08 Febbraio 2024 - 10:54PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 2) *
First Bancshares Inc MS (FBMS) |
(Name of Issuer) |
|
Common Stock |
(Title of Class of Securities) |
|
318916 10 3 |
(CUSIP Number) |
|
12/31/2023 |
(Date of Event Which Requires Filing of this Statement) |
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
|
☐ |
Rule 13d-1(b) |
|
|
|
|
☑ |
Rule 13d-1(c) |
|
|
|
|
☐ |
Rule 13d-1(d) |
* The remainder of this cover page shall be filled out for
a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page
shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”)
or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see
the Notes).
CUSIP No. |
318916 10 3 |
|
Page 2 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
FJ Capital Management LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
1,380,824 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
1,099,934 (2) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
1,380,824 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
4.27% |
12 |
TYPE OF REPORTING PERSON
|
IA |
|
|
|
|
|
| (1) | Consists of 928,836 shares of common stock of the Issuer held by Financial Opportunity Fund LLC,
50,132 shares of common stock of the Issuer held by Financial Hybrid Opportunity Fund LLC, 120,966 shares of common stock
of the Issuer held by Financial Hybrid Opportunity SPV I LLC, of which FJ Capital Management LLC is the managing member, 169,506 shares
of common stock of the Issuer held by Bridge Equities V, LLC, and 111,384 shares of common stock of the Issuer held by Bridge Equities
XIV, LLC, of which FJ Capital Management LLC is the sub-investment advisor; as such, the Reporting Person may be deemed to be a beneficial
owner of reported shares but as to which the Reporting Person disclaims beneficial ownership. |
| (2) | Consists of 928,836 shares of common stock of the Issuer held by Financial Opportunity Fund LLC,
50,132 shares of common stock of the Issuer held by Financial Hybrid Opportunity Fund LLC, 120,966 shares of common stock
of the Issuer held by Financial Hybrid Opportunity SPV I LLC, of which FJ Capital Management LLC is the managing member; as such, the
Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership. |
CUSIP No. |
318916 10 3 |
|
Page 3 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Financial Opportunity Fund LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
928,836 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
928,836 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
928,836 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
2.87% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 928,836 shares
of common stock of the Issuer held by Financial Opportunity Fund LLC. |
CUSIP No. |
318916 10 3 |
|
Page 4 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Financial Hybrid Opportunity Fund LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
50,132 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
50,132 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
50,132 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.16% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 50,132 shares of common stock of the Issuer held by Financial Hybrid Opportunity Fund
LLC. |
CUSIP No. |
318916 10 3 |
|
Page 5 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Financial Hybrid Opportunity SPV I LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
120,966 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
120,966 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
120,966 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.37% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 120,966 shares of common stock of the Issuer held by Financial Hybrid Opportunity SPV
I LLC. |
CUSIP No. |
318916 10 3 |
|
Page 6 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Martin Friedman
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
1,380,824 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
1,099,934 (2) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
1,380,824 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
4.27% |
12 |
TYPE OF REPORTING PERSON
|
IN |
|
|
|
|
|
| (1) | Consists of 928,836 shares of common stock of the Issuer held by Financial Opportunity Fund LLC,
50,132 shares of common stock of the Issuer held by Financial Hybrid Opportunity Fund LLC, 120,966 shares of common stock
of the Issuer held by Financial Hybrid Opportunity SPV I LLC, of which FJ Capital Management LLC is the managing member, 169,506 shares
of common stock of the Issuer held by Bridge Equities V, LLC, and 111,384 shares of common stock of the Issuer held by Bridge Equities
XIV, LLC, of which FJ Capital Management LLC is the sub-investment advisor. Martin Friedman is the Managing Member of FJ Capital Management
LLC; as such, Mr. Friedman may be deemed to be a beneficial owner of reported shares but as to which Mr. Friedman disclaims beneficial
ownership. |
| (2) | Consists of 928,836 shares of common stock of the Issuer held by Financial Opportunity Fund LLC,
50,132 shares of common stock of the Issuer held by Financial Hybrid Opportunity Fund LLC, 120,966 shares of common stock
of the Issuer held by Financial Hybrid Opportunity SPV I LLC, of which FJ Capital Management LLC is the managing member. Martin Friedman
is the Managing Member of FJ Capital Management LLC; as such, Mr. Friedman may be deemed to be a beneficial owner of reported shares but
as to which Mr. Friedman disclaims beneficial ownership. |
CUSIP No. |
318916 10 3 |
|
Page 7 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Bridge Equities V, LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
169,506 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
169,506 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
169,506 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.52% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 169,506 shares of common stock of the Issuer held by Bridge Equities V, LLC. |
CUSIP No. |
318916 10 3 |
|
Page 8 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
Bridge Equities XIV, LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
111,384 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
111,384 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
111,384 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.34% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 111,384 shares of common stock of the Issuer held by Bridge Equities XIV, LLC. |
CUSIP No. |
318916 10 3 |
|
Page 9 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
SunBridge Manager, LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
280,890 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
280,890 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
280,890 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.87% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
| (1) | Consists of 169,506 shares of common stock of the Issuer held by Bridge Equities V, LLC, and 111,384
shares of common stock of the Issuer held by Bridge Equities XIV, LLC, of which SunBridge Manager, LLC is the Managing Member; as
such, the Reporting Person may be deemed to be a beneficial owner of reported shares. |
CUSIP No. |
318916 10 3 |
|
Page 10 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
SunBridge Holdings, LLC
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Delaware |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
280,890 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
280,890 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
280,890 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.87% |
12 |
TYPE OF REPORTING PERSON
|
OO |
|
|
|
|
|
(1) Consists of 169,506
shares of common stock of the Issuer held by Bridge Equities V, LLC, and 111,384 shares of common stock of the Issuer held
by Bridge Equities XIV, LLC, of which SunBridge Manager, LLC is the Managing Member. SunBridge Holdings, LLC is the Managing Member of
SunBridge Manager, LLC; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting
Person disclaims beneficial ownership.
CUSIP No. |
318916 10 3 |
|
Page 11 of 18 |
1 |
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS
(ENTITIES ONLY) |
White Oak Enterprises, Inc.
|
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☑
(b) ☐ |
3 |
SEC USE ONLY
|
|
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Maryland |
NUMBER OF
SHARES |
5 |
SOLE VOTING POWER |
|
BENEFICIALLY
OWNED BY |
6 |
SHARED VOTING POWER |
280,890 (1) |
EACH
REPORTING |
7 |
SOLE DISPOSITIVE POWER |
|
PERSON
WITH: |
8 |
SHARED DISPOSITIVE POWER |
280,890 (1) |
9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
|
280,890 (1) |
10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
|
☐ |
11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.87% |
12 |
TYPE OF REPORTING PERSON
|
CO |
|
|
|
|
|
| (1) | Consists of 169,506 shares of common stock of the Issuer held by Bridge Equities V, LLC, and 111,384
shares of common stock of the Issuer held by Bridge Equities XIV, LLC, of which SunBridge Manager, LLC is the Managing Member. SunBridge
Holdings, LLC is the Managing Member of SunBridge Manager, LLC. White Oak Enterprises, Inc. is the Manager of SunBridge Holdings, LLC;
as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims
beneficial ownership. |
CUSIP No. |
318916 10 3 |
|
Page 12 of 18 |
Item 1(a). |
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Name of Issuer: |
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First Bancshares Inc. MS (FBMS) |
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Item 1(b). |
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Address of Issuer’s Principal Executive Offices: |
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6480 U.S. Highway 98 West, Suite A |
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Hattiesburg, MS 39402 |
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Item 2(a). |
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Name of Person Filing: |
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This Schedule 13G is being filed on behalf of the
following Reporting Persons:
Financial Opportunity Fund LLC
Financial Hybrid Opportunity Fund LLC
Financial Hybrid Opportunity SPV I LLC
Bridge Equities V, LLC
Bridge Equities XIV, LLC
FJ Capital Management LLC
Martin Friedman
SunBridge Manager, LLC
SunBridge Holdings, LLC
White Oak Enterprises, Inc |
|
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Item 2(b). |
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Address of Principal Business Office or, if None, Residence: |
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FJ Capital Management, LLC
7901 Jones Branch Drive, Suite 210
McLean, VA 22102
Financial Opportunity Fund LLC
7901 Jones Branch Drive, Suite 210
McLean, VA 22102
Financial Hybrid Opportunity Fund LLC
7901 Jones Branch Drive, Suite 210
McLean, VA 22102
Financial Hybrid Opportunity SPV I LLC
7901 Jones Branch Drive, Suite 210
McLean, VA 22102
Martin Friedman
7901 Jones Branch Drive, Suite 210
McLean, VA 22102
Bridge Equities V, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
Bridge Equities XIV, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759 |
CUSIP No. |
318916 10 3 |
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Page 13 of 18 |
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SunBridge Manager, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
SunBridge Holdings, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
White Oak Enterprises, Inc
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759 |
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Item 2(c). |
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Citizenship: |
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Financial Opportunity Fund LLC, Financial Hybrid
Opportunity Fund LLC, Financial Hybrid Opportunity SPV I LLC, Bridge Equities V, LLC, Bridge Equities XIV, LLC and FJ Capital Management
LLC, SunBridge Manager, LLC, SunBridge Holdings, LLC – Delaware limited liability companies
Martin Friedman – United States citizen
White Oak Enterprises, Inc – Maryland corporation |
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Item 2(d). |
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Title of Class of Securities: |
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Common Stock |
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Item 2(e). |
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CUSIP Number: |
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318916 10 3 |
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Item 3. |
If This Statement is Filed Pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), Check Whether the Person Filing is a: |
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(a) |
☐ |
Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o). |
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(b) |
☐ |
Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c). |
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(c) |
☐ |
Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c). |
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(d) |
☐ |
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8). |
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(e) |
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An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E); |
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(f) |
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An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F); |
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(g) |
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A parent holding company or control person in accordance with §240.13d-1(b)(ii)(G); |
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(h) |
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813); |
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(i) |
☐ |
A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3); |
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(j) |
☐ |
Group, in accordance with §240.13d-1(b)(1)(ii)(J). |
CUSIP No. |
318916 10 3 |
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Page 14 of 18 |
Item 4. |
Ownership. |
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1. |
|
(a) |
Amount beneficially owned: |
|
|
|
|
|
FJ Capital Management LLC – 1,380,824shares
Financial Opportunity Fund LLC – 928,836 shares
Financial Hybrid Opportunity Fund LLC – 50,132
shares
Financial Hybrid Opportunity SPV I LLC – 120,966
shares
Martin Friedman – 1,380,824shares
Bridge Equities V, LLC – 169,506 shares
Bridge Equities XIV, LLC – 111,384 shares
SunBridge Manager, LLC – 280,890 shares
SunBridge Holdings, LLC - 280,890 shares
White Oak Enterprises, Inc – 280,890 shares |
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(b) |
Percent of class: |
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FJ Capital Management LLC – 4.27%
Financial Opportunity Fund LLC – 2.87%
Financial Hybrid Opportunity Fund LLC – 0.16%
Financial Hybrid Opportunity SPV I LLC – 0.37%
Martin Friedman – 4.27%
Bridge Equities V, LLC – 0.52%
Bridge Equities XIV, LLC – 0.34%
SunBridge Manager, LLC – 0.87%
SunBridge Holdings, LLC – 0.87%
White Oak Enterprises, Inc. – 0.87% |
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(c) |
Number of shares as to which such person has: |
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(i) |
Sole power to vote or to direct the vote |
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All Reporting Persons - 0 |
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(ii) |
Shared power to vote or to direct the vote |
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FJ Capital Management LLC – 1,380,824shares
Financial Opportunity Fund LLC – 928,836 shares
Financial Hybrid Opportunity Fund LLC – 50,132
shares
Financial Hybrid Opportunity SPV I LLC – 120,966
shares
Martin Friedman – 1,380,824shares
Bridge Equities V, LLC – 169,506 shares
Bridge Equities XIV, LLC – 111,384 shares
SunBridge Manager, LLC – 280,890 shares
SunBridge Holdings, LLC - 280,890 shares
White Oak Enterprises, Inc – 280,890 shares |
CUSIP No. |
318916 10 3 |
|
Page 15 of 18 |
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(iii) |
Sole power to dispose or to direct the disposition of |
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All Reporting Persons – 0 |
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(iv) |
Shared power to dispose or to direct the disposition of |
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FJ Capital Management LLC – 1,099,934 shares
Financial Opportunity Fund LLC – 928,836 shares
Financial Hybrid Opportunity Fund LLC – 50,132
shares
Financial Hybrid Opportunity SPV I LLC – 120,966
shares
Martin Friedman – 1,099,934 shares
Bridge Equities V, LLC – 169,506 shares
Bridge Equities XIV, LLC – 111,384 shares
SunBridge Manager, LLC – 280,890 shares
SunBridge Holdings, LLC - 280,890 shares
White Oak Enterprises, Inc – 280,890 shares |
Item 5. |
Ownership of Five Percent or Less of a Class. |
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If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☑ |
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person. |
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N/A. |
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person. |
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N/A |
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Item 8. |
Identification and Classification of Members of the Group. |
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Due to the relationships among them, the reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934. |
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Item 9. |
Notice of Dissolution of Group. |
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N/A |
Item 10. |
Certification. |
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect. |
CUSIP No. |
318916 10 3 |
|
Page 16 of 18 |
After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement is true, complete and correct.
|
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Date: 1/5/2024 |
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Financial Opportunity
Fund LLC
By: FJ Capital Management LLC, its Managing Member
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
Financial Hybrid Opportunity
Fund LLC
By: FJ Capital Management LLC, its Managing Member
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
Financial Hybrid Opportunity
SPV I LLC
By: FJ Capital Management LLC, its Managing Member
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
FJ Capital Management
LLC
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
/s/ Martin Friedman
MARTIN FRIEDMAN |
|
|
|
CUSIP No. |
318916 10 3 |
|
Page 17 of 18 |
|
Bridge Equities V,
LLC
By: SunBridge Manager, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
Bridge Equities XIV,
LLC
By: SunBridge Manager, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
SunBridge Manager,
LLC
By: SunBridge Holdings, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
|
|
SunBridge Holdings,
LLC
By: White Oak Enterprises, Inc., its Manager
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
White oak enterprises,
inc.
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
|
CUSIP No. |
318916 10 3 |
|
Page 18 of 18 |
Joint Filing Agreement
The undersigned agree that this Schedule 13G, and all
amendments thereto, relating to the Common Stock Shore Bancshares, Inc (SHBI) shall be filed on behalf of the undersigned.
Financial Opportunity
Fund LLC
By: FJ Capital Management, LLC
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
Financial Hybrid Opportunity
Fund LLC
By: FJ Capital Management, LLC
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
Financial Hybrid Opportunity
SPV I LLC
By: FJ Capital Management, LLC
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
FJ Capital Management
LLC
By: /s/ Martin Friedman
Name: Martin Friedman
Title: Managing Member
/s/ Martin Friedman
MARTIN FRIEDMAN
|
|
Bridge Equities
V, LLC
By: SunBridge Manager, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
Bridge Equities
XIV, LLC
By: SunBridge Manager, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
SunBridge Manager,
LLC
By: SunBridge Holdings, LLC, its Managing Member
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
Sunbridge holdings,
llc
By: White Oak Enterprises, Inc., its Manager
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
White oak enterprises,
inc.
By: /s/ David J. Korotkin
Name: David J. Korotkin
Title: Vice President
|
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