CUSIP No. 680194107
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Page 1 of 8 Pages
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Phillip M. Goldberg
Foley & Lardner LLP
321 North Clark Street
Suite 2800
Chicago, IL 60654-5313
(312) 832-4549
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Peter D. Fetzer
Foley & Larder LLP
777 East Wisconsin Avenue
Suite 3800
Milwaukee, WI 53202-5306
(414) 297-5596
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January 26, 2022
CUSIP No. 680194107
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Page 2 of 8 Pages
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1
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NAME OF REPORTING PERSON
PL Capital Advisors, LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(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
WC
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5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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☐ | ||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
0
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8
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SHARED VOTING POWER
519,857
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9
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SOLE DISPOSITIVE POWER
0
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10
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SHARED DISPOSITIVE POWER
519,857
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11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
519,857
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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)
9.9%
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14
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TYPE OF REPORTING PERSON
IA
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CUSIP No. 680194107
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Page 3 of 8 Pages
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1
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NAME OF REPORTING PERSON
Richard J. Lashley
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(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
AF
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|||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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☐ | ||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
519,857
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
519,857
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
519,857
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.9%
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|||
14
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TYPE OF REPORTING PERSON
IN
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CUSIP No. 680194107
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Page 4 of 8 Pages
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1
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NAME OF REPORTING PERSON
John W. Palmer
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(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
AF
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|||
5
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CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
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☐ | ||
6
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CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
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|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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7
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SOLE VOTING POWER
0
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||
8
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SHARED VOTING POWER
519,857
|
|||
9
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SOLE DISPOSITIVE POWER
0
|
|||
10
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SHARED DISPOSITIVE POWER
519,857
|
|||
11
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
519,857
|
|||
12
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐ | ||
13
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
9.9%
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|||
14
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TYPE OF REPORTING PERSON
IN
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CUSIP No. 680194107
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Page 5 of 8 Pages
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Item 1. |
Security and Issuer
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Item 2. |
Identity and Background
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(a) |
This Schedule 13D is being filed jointly by (collectively, the “Reporting Persons”):
(1) PL Capital Advisors, LLC, a Delaware limited liability company and Securities and Exchange Commission (the “SEC”) registered investment adviser under the Investment Advisers Act of 1940 (“PL Capital Advisors”); (2) Richard J. Lashley, a managing member of PL Capital Advisors; and (3) John W. Palmer, a managing member of PL Capital Advisors. The Joint Filing agreement of the Reporting
Persons is attached as Exhibit 1 to Amendment No. 1 to the Schedule 13D,
as filed with the SEC on December 31, 2015.
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(b) |
The principal business address of the Reporting Persons is 750 Eleventh Street South, Suite 202, Naples, FL 34102.
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(c) |
The principal business of PL Capital Advisors is to serve as an investment manager or adviser to various investment partnerships, funds and managed accounts
(collectively, the “Clients”). The principal occupation of Messrs. Lashley and Palmer is investment management through their ownership and control
over the affairs of PL Capital Advisors. PL Capital Advisors has sole voting and dispositive power over the Common Stock held by the Clients, which is deemed shared with the two Managing Members of PL Capital Advisors, and the Clients do not
have the right to acquire voting or dispositive power over the Common Stock within sixty days.
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(d)-(e) |
During the last five years, none of the Reporting Persons (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii)
has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceedings 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 violations with respect at such laws.
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(f) |
Mr. Lashley and Mr. Palmer are both citizens of the United States.
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Item 3. |
Source and Amount of Funds or Other Consideration
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CUSIP No. 680194107
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Page 6 of 8 Pages
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Item 4. |
Purpose of Transaction
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Item 5. |
Interest in Securities of the Company
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CUSIP No. 680194107
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Page 7 of 8 Pages
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Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Company.
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Item 7. |
Material to be Filed as Exhibits
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Exhibit No.
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Description
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1
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2
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3
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4
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CUSIP No. 680194107
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Page 8 of 8 Pages
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PL CAPITAL ADVISORS, LLC
By: /s/ John W. Palmer /s/ Richard J. Lashley
John W. Palmer Richard
J. Lashley
Managing Member Managing
Member
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By: /s/ John W. Palmer
John W. Palmer
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By: /s/ Richard J. Lashley
Richard J. Lashley
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