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    SEC Form SC 13G/A filed

    2/12/21 4:39:28 PM ET
    $RNDB
    Major Banks
    Finance
    Get the next $RNDB alert in real time by email
    SC 13G/A 1 a21-6061_1sc13ga.htm SC 13G/A

     

     

    UNITED STATES

    SECURITIES AND EXCHANGE COMMISSION

    Washington, D.C. 20549

     

    SCHEDULE 13G/A

     

    Under the Securities Exchange Act of 1934

    (Amendment No. 4)*

     

    Randolph Bancorp, Inc.

    (Name of Issuer)

     

    Common Stock, par value $0.01 per share

    (Title of Class of Securities)

     

    752378109

    (CUSIP Number)

     

    December 31, 2020

    (Date of Event Which Requires Filing of this Statement)

     

    Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

     

    x               Rule 13d-1(b)

    o                 Rule 13d-1(c)

    o                 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. 752378109

     

     

    1.

    Names of Reporting Persons

    Envision Bank Employee Stock Ownership Plan Trust

     

     

    2.

    Check the Appropriate Box if a Member of a Group (See Instructions)

     

     

    (a)

    o

     

     

    (b)

    x

     

     

    3.

    SEC Use Only

     

     

    4.

    Citizenship or Place of Organization

    Massachusetts

     

     

     

    Number of
    Shares
    Beneficially
    Owned by
    Each
    Reporting
    Person With

    5.

    Sole Voting Power

    459,090

     

    6.

    Shared Voting Power

    0

     

    7.

    Sole Dispositive Power

    459,090

     

    8.

    Shared Dispositive Power

    0

     

     

    9.

    Aggregate Amount Beneficially Owned by Each Reporting Person

    459,090

     

     

    10.

    Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

     

     

    11.

    Percent of Class Represented by Amount in Row (9)

    8.35% of 5,495,514 shares outstanding as of December 31, 2020

     

     

    12.

    Type of Reporting Person (See Instructions)

    EP

     

    2


     

    Item 1.

     

    (a)

    Name of Issuer

     

    Randolph Bancorp, Inc.

     

    (b)

    Address of Issuer’s Principal Executive Offices

     

    10 Cabot Place

    Stoughton, MA 02072

     

    Item 2.

     

    (a)

    Name of Person Filing

     

    Envision Bank Employee Stock Ownership Plan Trust

    Trustee: Eastern Bank

     

    (b)

    Address of Principal Business Office or, if none, Residence


    605 Broadway, LF 41

    Saugus, MA 01906

     

    (c)

    Citizenship

     

    Massachusetts

     

    (d)

    Title of Class of Securities

     

    Common Stock, par value $0.01 per share

     

    (e)

    CUSIP Number

     

    752378109

     

    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:

     

     

     

     

     

    (f)

    x

    An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

     

    3


     

    Item 4.

    Ownership

     

    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: See Page 2, Item 9.

    (b)         Percent of class: See Page 2, Item 11

    (c)          Number of shares as to which the person has:

     

    (i)                                     Sole power to vote or to direct the vote: See Page 2, Item 5

    (ii)                                  Shared power to vote or to direct the vote: See Page 2, Item 6

    (iii)                               Sole power to dispose or to direct the disposition of: See Page 2, Item 7

    (iv)                              Shared power to dispose or to direct the disposition of: See Page 2, Item 8

     

    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   o.

     

    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 or Control Person

     

    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

     

    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 that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

     

    4


     

    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.

     

     Date: February 12, 2021

    ENVISION BANK EMPLOYEE STOCK OWNERSHIP PLAN TRUST

     

     

     

    By: Eastern Bank, as Trustee

     

     

     

     

    By:

    /s/ Charles P. Nelson, Jr.

     

    Name:

    Charles P. Nelson, Jr.

     

    Title:

    Vice President

     

     

    ATTENTION

     

    Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).

     

    5


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