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    SEC Form SC 13G filed by HomeStreet Inc.

    2/14/24 12:40:55 PM ET
    $HMST
    Major Banks
    Finance
    Get the next $HMST alert in real time by email
    SC 13G 1 hmst-sc13g_123123.htm FORM SC 13G

     

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

     

    SCHEDULE 13G

     

    (Amendment No.)*

     

    Under the Securities Exchange Act of 1934

     

    HOMESTREET, INC.

     

    (Name of Issuer)

     

    Common Stock, no par value per share

     

    (Titles of Class of Securities)

     

    43785V102

     

    (CUSIP Number)

     

    December 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 of 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 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, as amended (the “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. 43785V102 13G Page 2 of 11

     

    1

    NAME OF REPORTING PERSON 

    Fourthstone 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

    BENEFICIALLY

    OWNED BY

    EACH

    REPORTING

    PERSON 

    WITH:

    5

    SOLE VOTING POWER

     

    - 0 - 

    6

    SHARED VOTING POWER

     

    1,865,896 

    7

    SOLE DISPOSITIVE POWER

     

    - 0 - 

    8

    SHARED DISPOSITIVE POWER

     

    1,865,896 

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    1,865,896 

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

    9.92% (1) 

    12

    TYPE OF REPORTING PERSON

     

    IA 

           
    (1) Based on 18,810,055 shares of Common Stock (as defined below) of the Issuer (as defined below) outstanding as of October 31, 2023, based on the Issuer’s Form 10-Q filed with the SEC on November 7, 2023. Fourthstone LLC acquired the Issuer’s shares in the ordinary course of business as a registered investment adviser and not with the purpose nor with the effect of changing or influencing the control of the Issuer.

     

    2 

     

     

    CUSIP No. 43785V102 13G Page 3 of 11

     

    1

    NAME OF REPORTING PERSON 

    Fourthstone Master Opportunity Fund Ltd 

    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     

    (a) ☐

    (b) ☐ 

    3

    SEC USE ONLY

     

    4

    CITIZENSHIP OR PLACE OF ORGANIZATION 

    Cayman Islands 

    NUMBER OF

    SHARES

    BENEFICIALLY

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH:

     

    5

    SOLE VOTING POWER

     

    - 0 - 

    6

    SHARED VOTING POWER

     

    1,401,870 

    7

    SOLE DISPOSITIVE POWER

     

    - 0 - 

    8

    SHARED DISPOSITIVE POWER

     

    1,401,870 

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    1,401,870 

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

    7.45% (2) 

    12

    TYPE OF REPORTING PERSON

     

    OO 

           

    (2) Based on 18,810,055 shares of Common Stock (as defined below) of the Issuer (as defined below) outstanding as of October 31, 2023, based on the Issuer’s Form 10-Q filed with the SEC on November 7, 2023.

     

    3 

     

     

    CUSIP No. 43785V102 13G Page 4 of 11

     

    1

    NAME OF REPORTING PERSON 

    Fourthstone GP 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

    BENEFICIALLY

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH:

     

    5

    SOLE VOTING POWER

     

    - 0 - 

    6

    SHARED VOTING POWER

     

    464,026 

    7

    SOLE DISPOSITIVE POWER

     

    - 0 - 

    8

    SHARED DISPOSITIVE POWER

     

    464,026 

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    464,026 

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

    2.47% (3) 

    12

    TYPE OF REPORTING PERSON

     

    OO 

           
    (3)Based on 18,810,055 shares of Common Stock (as defined below) of the Issuer (as defined below) outstanding as of October 31, 2023, based on the Issuer’s Form 10-Q filed with the SEC on November 7, 2023. Fourthstone GP LLC is the general partner of and may be deemed to beneficially own securities owned by Fourthstone QP Opportunity Fund LP and Fourthstone Small-Cap Financials Fund LP.

     

    4 

     

     

    CUSIP No. 43785V102 13G Page 5 of 11

     

    1

    NAME OF REPORTING PERSON 

    Fourthstone QP Opportunity Fund LP 

    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

    BENEFICIALLY

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH:

     

    5

    SOLE VOTING POWER

     

    - 0 - 

    6

    SHARED VOTING POWER

     

    430,259 

    7

    SOLE DISPOSITIVE POWER

     

    - 0 - 

    8

    SHARED DISPOSITIVE POWER

     

    430,259 

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    430,259 

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

    2.29% (4) 

    12

    TYPE OF REPORTING PERSON

     

    PN 

           
    (4)Based on 18,810,055 shares of Common Stock (as defined below) of the Issuer (as defined below) outstanding as of October 31, 2023, based on the Issuer’s Form 10-Q filed with the SEC on November 7, 2023.

     

    5 

     

     

    CUSIP No. 43785V102 13G Page 6 of 11

     

    1

    NAME OF REPORTING PERSON 

    Fourthstone Small-Cap Financials Fund LP 

    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

    BENEFICIALLY

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH: 

    5

    SOLE VOTING POWER

     

    - 0 - 

    6

    SHARED VOTING POWER

     

    33,767 

    7

    SOLE DISPOSITIVE POWER

     

    - 0 - 

    8

    SHARED DISPOSITIVE POWER

     

    33,767 

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    33,767 

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

    0.18% (5) 

    12

    TYPE OF REPORTING PERSON

     

    PN 

           
    (5)Based on 18,810,055 shares of Common Stock (as defined below) of the Issuer (as defined below) outstanding as of October 31, 2023, based on the Issuer’s Form 10-Q filed with the SEC on November 7, 2023.

     

    6 

     

     

    CUSIP No. 43785V102 13G Page 7 of 11

     

    1

    NAME OF REPORTING PERSON 

    L. Phillip Stone, IV 

    2

    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

     

    (a) ☐

    (b) ☐ 

    3

    SEC USE ONLY

     

    4

    CITIZENSHIP OR PLACE OF ORGANIZATION 

    U.S.A. 

    NUMBER OF

    SHARES

    BENEFICIALLY

    OWNED BY

    EACH

    REPORTING

    PERSON

    WITH:

    5

    SOLE VOTING POWER

     

    - 0 - 

    6

    SHARED VOTING POWER

     

    1,865,896 

    7

    SOLE DISPOSITIVE POWER

     

    - 0 - 

    8

    SHARED DISPOSITIVE POWER

     

    1,865,896 

    9

    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

     

    1,865,896 

    10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
    11

    PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

     

    9.92% (6) 

    12

    TYPE OF REPORTING PERSON

     

    IN 

           
    (6)Based on 18,810,055 shares of Common Stock (as defined below) of the Issuer (as defined below) outstanding as of October 31, 2023, based on the Issuer’s Form 10-Q filed with the SEC on November 7, 2023. L. Phillip Stone, IV, is the Managing Member of Fourthstone LLC and Fourthstone GP and may be deemed to beneficially own securities owned by Fourthstone.

     

    7 

     

     

    CUSIP No. 43785V102 13G Page 8 of 11

     

    Item 1(a). Name of Issuer:

     

    HOMESTREET, INC. (the “Issuer”)

     

    Item 1(b). Address of Issuer’s Principal Executive Offices:

     

    601 Union Street 

    Suite 2000
    Seattle, Washington 98101

     

    Item 2(a). Name of Person Filing:

     

    This Schedule 13G is being filed by Fourthstone LLC, a Delaware Limited Liability Company and Investment Adviser (“Fourthstone”). The persons reporting information on this Schedule 13G include, in addition to Fourthstone, a company incorporated in the Cayman Islands (“Fourthstone Master Opportunity Fund”), a Delaware Limited Partnership (“Fourthstone QP Opportunity”), a Delaware Limited Partnership (“Fourthstone Small-Cap Financials”), a Delaware Limited PartnershipDelaware (“Fourthstone GP,” General Partner of Fourthstone QP Opportunity and Fourthstone Small-Cap Financials), and L. Phillip Stone, IV, a citizen of the United States of America, who is the Managing Member of Fourthstone and Fourthstone GP (each, a “Reporting Person” and, together, the “Reporting Persons”).

     

    Fourthstone directly holds 1,865,896 shares of Common Stock on behalf of its advisory clients. Each of the Reporting Persons listed in this filing certify 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 that effect.

     

    Item 2(b). Address of Principal Business Office or, if none, Residence:

     

    The principal business address of each of the Reporting Persons is as follows:

     

    The registered office of Fourthstone LLC, Fourthstone Master Opportunity Fund Ltd., Fourthstone GP LLC, Fourthstone QP Opportunity Fund LP, Fourthstone Small-Cap Financials Fund LP is 575 Maryville Centre Drive, Suite 110, St. Louis, MO 63141.

     

    Item 2(c). Citizenship:

     

    See response to Item 4 of each of the cover pages.

     

    Item 2(d). Titles of Classes of Securities:

     

    Common Stock, no par value per share (“Common Stock”)

     

    8 

     

     

    CUSIP No. 43785V102 13G Page 9 of 11

     

    Item 2(e). CUSIP Number:

     

    43785V102

     

    Item 3.

    If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a(n): 

     

      (a) ☐ Broker or dealer registered under Section 15 of the Exchange Act (15 U.S.C. 78o).
         
      (b) ☐ Bank as defined in Section 3(a)(6) of the Exchange Act (15 U.S.C. 78c).
         
      (c) ☐ Insurance company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c).
         
      (d) ☐ Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8).
         
      (e) ☒ Investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
         
      (f) ☐ Employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
         
      (g) ☒ Parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
         
      (h) ☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (13 U.S.C. 1813).
         
      (i) ☐ 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).
         
      (j) ☐ Non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J).
         
      (k) ☐ Group in accordance with §240.13d-1(b)(1)(ii)(K).

     

    If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution: _____________

     

    Item 4. Ownership

     

      (a) Amount Beneficially Owned:
         
        See responses to Item 9 on each cover page.
         
      (b) Percent of Class:
         
        See responses to Item 11 on each cover page.
         
      (c) Number of shares as to which such person has:  
         
        (i) Sole power to vote or to direct the vote:
           
          See responses to Item 5 on each cover page.    

     

    9 

     

     

    CUSIP No. 43785V102 13G Page 10 of 11

     

      (ii)

    Shared power to vote or to direct the vote: 

         
        See responses to Item 6 on each cover page.
         
      (iii) Sole power to dispose or to direct the disposition of:
         
        See responses to Item 7 on each cover page.
         
      (iv) Shared power to dispose or to direct the disposition of:
         
        See responses to Item 8 on each cover page.

     

    Item 5. Ownership of Five Percent or Less of a Class.

     

    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 ☐.

     

    Item 6. Ownership of More than Five Percent on Behalf of Another Person.

     

    Not Applicable.

     

    Item 7.

    Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. 

     

    Not applicable.

     

    Item 8. Identification and Classification of Members of the Group.

     

    Not applicable.

     

    Item 9. Notice of Dissolution of Group.

     

    Not Applicable.

     

    Item 10. Certification.

     

    Each of the Reporting Persons listed in this filing certify 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 that effect.

     

    10 

     

     

    CUSIP No. 43785V102 13G Page 11 of 11

     

    SIGNATURE

     

    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.

     

    Dated: February 14, 2024

     

      Fourthstone LLC
       
      By: /s/ Amy M. Stone
      Name: Amy M. Stone
      Title: Chief Executive Officer
         
      Fourthstone Master Opportunity Fund Ltd
       
      By: /s/ Amy M. Stone
      Name: Amy M. Stone
      Title: Chief Executive Officer
         
      Fourthstone QP Opportunity Fund LP
       
      Fourthstone Small-Cap Financials Fund LP
       
      By: Fourthstone GP LLC, the General Partner
         
      By: /s/ Amy M. Stone
      Name: Amy M. Stone
      Title: Chief Executive Officer

     

    11 

     

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    Leadership Updates

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    • HomeStreet Announces Re-election of Board Members and Retirement of Donald Voss as Director, and Appointment of Mark Mason as Chairman, President and Chief Executive Officer and Mark Patterson as Lead Independent Director

      HomeStreet, Inc. ("the Company") (NASDAQ:HMST) today announced that its shareholders re-elected the entire slate of directors recommended by the Company's Board of Directors ("the Board") at its 2022 annual shareholders' meeting, effective at the adjournment of the meeting. The Company also announced the retirement of Donald Voss as a director and Lead Independent Director. The Board also appointed Mark Mason to continue his service as Chairman of the Board and Chief Executive Officer and Mark Patterson to succeed Mr. Voss as Lead Independent Director. "We are grateful and deeply appreciative of Don Voss's financial institution experience and steady hand in his service as a board member. D

      5/26/22 4:59:00 PM ET
      $HMST
      Major Banks
      Finance
    • HomeStreet Appoints Joanne Harrel to Board of Directors

      HomeStreet, Inc. (NASDAQ:HMST) or ("HomeStreet"), the parent company of HomeStreet Bank (the "Bank" and together with HomeStreet, the "Company"), today announced it has appointed Joanne Harrell to the Boards of Directors for both HomeStreet and HomeStreet Bank. Ms. Harrell brings extensive experience in executive roles within the high-tech, telecommunications and non-profit sectors. She has a record of creating public-private partnerships that lead to innovative solutions to pressing civic and societal issues. Most recently, Ms. Harrell worked for Microsoft Corporation for 20 years where she led teams in the sales, marketing and services disciplines focused on enterprise, public sector and

      1/27/22 4:30:00 PM ET
      $HMST
      Major Banks
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    $HMST
    Financials

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    • HomeStreet Reports First Quarter 2025 Results

      HomeStreet, Inc. (NASDAQ:HMST) (including its consolidated subsidiaries, the "Company", "HomeStreet" or "we"), the parent company of HomeStreet Bank (the "Bank"), today announced the financial results for the quarter ended March 31, 2025. As we present non-GAAP measures in this release, the reader should refer to the non-GAAP reconciliations set forth below under the section "Non-GAAP Financial Measures." "As a result of the implementation of our new strategic plan, we anticipate a return to profitability during 2025," said Mark Mason, Chairman of the Board, President, and Chief Executive Officer. "During the first quarter of 2025, our core net loss was 44% less than the fourth quarter 202

      4/28/25 4:03:00 PM ET
      $HMST
      Major Banks
      Finance
    • Mechanics Bank and HomeStreet, Inc. Announce Strategic Merger

      Combination will create the premier, publicly-traded West Coast bank Mechanics Bank and HomeStreet, Inc. (NASDAQ:HMST) ("HomeStreet"), the holding company of HomeStreet Bank, jointly announced today that they have entered into a definitive merger agreement (the "Merger Agreement") providing for an all-stock business combination between HomeStreet and Mechanics Bank. Under the terms of the Merger Agreement, which was unanimously approved by the boards of directors of both companies, HomeStreet Bank will be merged with and into Mechanics Bank (the "Merger"), with Mechanics Bank surviving as a banking corporation incorporated under the laws of the State of California and as a wholly owned sub

      3/31/25 7:00:00 AM ET
      $HMST
      Major Banks
      Finance
    • HomeStreet Reports Year End and Fourth Quarter 2024 Results

      HomeStreet, Inc. (NASDAQ:HMST) (including its consolidated subsidiaries, the "Company", "HomeStreet" or "we"), the parent company of HomeStreet Bank, today announced the financial results for the quarter ended and year ended December 31, 2024. As we present non-GAAP measures in this release, the reader should refer to the non-GAAP reconciliations set forth below under the section "Non-GAAP Financial Measures." "After termination of the merger in the fourth quarter, we implemented a new strategic plan which included selling $990 million of multifamily loans in the fourth quarter," said Mark Mason, Chairman of the Board, President, and Chief Executive Officer. "This loan sale repositioned o

      1/27/25 4:04:00 PM ET
      $HMST
      Major Banks
      Finance