UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED
PURSUANT TO § 240.13d-2(a)
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
First Seacoast Bancorp
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
33631P 102
(CUSIP Number)
James R. Brannen
President and Chief Executive Officer
First Seacoast Bancorp, Inc.
633 Central Avenue
Dover, New Hampshire 03820
(603) 742-4680
(Name, Address, Telephone number of Person Authorized to Receive Notices and Communications)
January 19, 2023
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box. ☐
(Continued on following pages)
Page 1 of 5 Pages
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CUSIP NO. 33631P 102
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13D
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Page 2 of 5 Pages
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1.
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NAMES OF REPORTING PERSONS
First Seacoast Bancorp, MHC
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) ☐
(b) ☐
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3.
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SEC USE ONLY
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4.
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SOURCE OF FUNDS
N/A
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5.
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS PURSUANT TO ITEMS 2(d) OR 2(e) ☐
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6.
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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7.
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE VOTING POWER
-0-
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8.
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED VOTING POWER
-0-
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9.
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SOLE DISPOSITIVE POWER
-0-
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10.
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH SHARED DISPOSITIVE POWER
-0-
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11.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
-0-
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12.
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ☐
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13.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
-0.00-%
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14.
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TYPE OF REPORTING PERSON
HC
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CUSIP NO. 33631P 102
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13D
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Page 3 of 5 Pages
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Item 1. Security and Issuer.
The title of the class of equity securities as to which this Schedule 13D (the “Schedule”) relates is common stock, $0.01 par value per
share (the “Common Stock”).
The name of the issuer is First Seacoast Bancorp (the “Issuer”). The address of the principal executive office of the Issuer is 633
Central Avenue, Dover, New Hampshire 03820.
Item 2. Identity and Background.
This Schedule is filed on behalf of First Seacoast Bancorp, MHC (the “Reporting Person”). The Reporting Person’s principal business was
formerly the ownership of a majority of the Issuer’s outstanding shares of the Issuer’s Common Stock. The business address of the Reporting Person is 633 Central Avenue, Dover, New Hampshire 03820.
Pursuant to General Instruction C of Schedule 13D, the following information is provided for each former executive officer and director of
the Reporting Person (the “Insiders”):
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Name
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Position(s) with Reporting Person
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Occupation
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James R. Brannen
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President, Chief Executive Officer and Director
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Banker
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Richard M. Donovan
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Chief Financial Officer and Treasurer
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Banker
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Michael J. Bolduc
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Secretary and Director
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Attorney-at-law
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Mark P. Boulanger
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Director
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Certified public accountant
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James Jalbert
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Director
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Owner of passenger coach company
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Thomas J. Jean
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Director
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Healthcare administrator
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Erica Johnson
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Director
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Software company executive
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Dana C. Lynch
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Director
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Civil engineer
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Janet Sylvester
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Director
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Real estate broker
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Paula J. Williamson-Reid
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Director
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Executive search firm owner
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| (d) |
During the past five years, neither the Reporting Person nor any of the former Insiders has been convicted in a criminal proceeding (excluding traffic violations or
similar misdemeanors).
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| (e) |
During the past five years, neither the Reporting Person nor any of the former Insiders 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 a finding
of any violation with respect to such laws.
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| (f) |
All former Insiders are U.S. citizens.
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CUSIP NO. 33631P 102
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13D
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Page 4 of 5 Pages
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Item 3. Source and Amount of Funds or Other Consideration.
Not applicable.
Item 4. Purpose of Transaction.
Effective January 19, 2023, First Seacoast Bancorp, MHC converted from the mutual to stock form. As a result, the Issuer and the Reporting
Person ceased to exist.
Item 5. Interest in Securities of the Issuer.
Not applicable.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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Not applicable.
Item 7. Material to be Filed as Exhibits.
None.
[Signature page immediately follows]
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CUSIP NO. 33631P 102
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13D
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Page 5 of 5 Pages
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SIGNATURE
After reasonable inquiry and to the best of its knowledge and belief, the undersigned certifies that the information set forth in this
statement is true, complete and correct.
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FIRST SEACOAST BANCORP, MHC
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Date: January 20, 2023
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By:
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/s/ James R. Brannen |
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James R. Brannen
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President and Chief Executive Officer
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