Under the Securities Exchange Act of 1934
(Amendment No. 4)
Coastal Financial Corporation
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(Name of Issuer)
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Common Stock, no par value
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(Title of Class of Securities)
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19046P209
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(CUSIP Number)
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December 31, 2021
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(Date of Event Which Requires Filing of this Statement)
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CUSIP No. 19046P209
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13G
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1
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NAMES OF REPORTING PERSONS
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EJF Capital 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)☐
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(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0 |
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6
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SHARED VOTING POWER
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990,527
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7
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SOLE DISPOSITIVE POWER
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0 |
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8
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SHARED DISPOSITIVE POWER
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990,527
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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990,527
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.7% (1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA
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(1)
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Based on 12,875,315 shares of common stock, no par value per share (“Common Stock”), outstanding as of December 31, 2021, as reflected
in the Form 8-K filed by the Issuer with the U.S. Securities and Exchange Commission (“SEC”) on January 27, 2022. As of the date of this filing, EJF Capital LLC is the beneficial owner of an aggregate of 557,355 shares of Common Stock,
representing 4.3% of the class based on 12,875,315 shares of Common Stock outstanding as of December 31, 2021, as reflected on the Issuer’s Form 8-K filed with the SEC on January 27, 2022.
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CUSIP No. 19046P209
|
13G
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1
|
NAMES OF REPORTING PERSONS
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Emanuel J. Friedman
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
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|||||
(b)☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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0 |
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||||
6
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SHARED VOTING POWER
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990,527
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||||
7
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SOLE DISPOSITIVE POWER
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0 |
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8
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SHARED DISPOSITIVE POWER
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990,527
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||||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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990,527
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|||
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|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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||
☐
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|||
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||||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.7% (1)
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||||
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1)
|
Based on 12,875,315 shares of Common Stock outstanding as of December 31, 2021, as reflected in the Form 8-K filed by the Issuer
with the SEC on January 27, 2022. As of the date of this filing, Emanuel J. Friedman is the beneficial owner of an aggregate of 557,355 shares of Common Stock, representing 4.3% of the class based on 12,875,315 shares of Common
Stock outstanding as of December 31, 2021, as reflected on the Issuer’s Form 8-K filed with the SEC on January 27, 2022.
|
CUSIP No. 19046P209
|
13G
|
|
1
|
NAMES OF REPORTING PERSONS
|
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EJF Sidecar Fund, Series LLC – Small Financial Equities Series
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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
|
SEC USE ONLY
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|||
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||||
4
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CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
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Delaware
|
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|||
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||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
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0 |
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|||
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||||
6
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SHARED VOTING POWER
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882,634
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||||
7
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SOLE DISPOSITIVE POWER
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0 |
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|||
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||||
8
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SHARED DISPOSITIVE POWER
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|
||
882,634
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|||
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|
||||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
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|
||
882,634
|
|
|
|||
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|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
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||
☐
|
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|
|||
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|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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6.9% (1)
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|||
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|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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||
OO
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|||
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(1)
|
Based on 12,875,315 shares of Common Stock outstanding as of December 31, 2021, as reflected in the Form 8-K filed by the Issuer
with the SEC on January 27, 2022. As of the date of this filing, EJF Sidecar Fund, Series LLC – Small Financial Equities Series is the beneficial owner of an aggregate of 433,714 shares of Common Stock, representing 3.4% of the
class based on 12,875,315 shares of Common Stock outstanding as of December 31, 2021, as reflected on the Issuer’s Form 8-K filed with the SEC on January 27, 2022.
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CUSIP No. 19046P209
|
13G
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF Financial Services Fund, LP
|
|
|
|||
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|
||||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
||||
(a)☐
|
|||||
(b)☒
|
|
|
|||
3
|
SEC USE ONLY
|
|
|
||
|
|
|
|||
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|
||||
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
|
|
||
Delaware
|
|
|
|||
|
|
||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0 |
|
|
|||
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|
||||
6
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SHARED VOTING POWER
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35,480
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|||
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||||
7
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SOLE DISPOSITIVE POWER
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0 |
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|||
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|
||||
8
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SHARED DISPOSITIVE POWER
|
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||
35,480
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|
|||
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|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
35,480
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
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|
|||
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|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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|
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||
0.3% (1)
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|||
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||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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PN
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|||
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(1)
|
Based on 12,875,315 shares of Common Stock outstanding as of December 31, 2021, as reflected in the Form 8-K filed by the
Issuer with the SEC on January 27, 2022. As of the date of this filing, EJF Financial Services Fund, LP is the beneficial owner of an aggregate of 35,480 shares of Common Stock, representing 0.3% of the class based on
12,875,315 shares of Common Stock outstanding as of December 31, 2021, as reflected on the Issuer’s Form 8-K filed with the SEC on January 27, 2022.
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CUSIP No. 19046P209
|
13G
|
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
EJF Financial Services GP, LLC
|
|
|
|||
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|
||||
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
|
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|
||
35,480
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|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
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||
0 |
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|||
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|
||||
8
|
SHARED DISPOSITIVE POWER
|
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||
35,480
|
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|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
35,480
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
0.3% (1)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Based on 12,875,315 shares of Common Stock outstanding as of December 31, 2021, as reflected in the Form 8-K filed by the
Issuer with the SEC on January 27, 2022. As of the date of this filing, EJF Financial Services GP, LLC is the beneficial owner of an aggregate of 35,480 shares of Common Stock, representing 0.3% of the class based on 12,875,315
shares of Common Stock outstanding as of December 31, 2021, as reflected on the Issuer’s Form 8-K filed with the SEC on January 27, 2022.
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Item 1(a). |
Name of Issuer
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Item 1(b). |
Address of Issuer’s Principal Executive Offices
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Evergreen, Washington 98203
Item 2(a). |
Name of Person Filing
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(i)
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EJF Capital LLC;
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(ii)
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Emanuel J. Friedman;
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(iii)
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EJF Sidecar Fund, Series LLC – Small Financial Equities Series (“EJF Sidecar Series SFE”);
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(iv)
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EJF Financial Services Fund, LP (the “Financial Services Fund”); and
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(v)
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EJF Financial Services GP, LLC.
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Item 2(b). |
Address of Principal Business Office or, if none, Residence
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Item 2(c). |
Citizenship
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Item 2(d). |
Title of Class of Securities
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Item 2(e). |
CUSIP Number
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Item 3. |
If This Statement Is Filed Pursuant to Sections 240.13d-1(b) or 240.13d-2(b) or (c), Check Whether the Person Filing Is a(n)
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Item 4. |
Ownership
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(a)
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Amount beneficially owned:
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See Item 9 of the attached cover pages.
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(b)
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Percent of class:
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See Item 11 of the attached cover pages.
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(c)
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Number of shares as to which such person has:
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(i)
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Sole power to vote or to direct the vote:
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See Item 5 of the attached cover pages.
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(ii)
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Shared power to vote or to direct the vote:
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See Item 6 of the attached cover pages.
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(iii)
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Sole power to dispose or to direct the disposition:
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See Item 7 of the attached cover pages.
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(iv)
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Shared power to dispose or to direct the disposition:
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See Item 8 of the attached cover pages.
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Item 5. |
Ownership of Five Percent or Less of a Class
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Item 6. |
Ownership of More Than Five Percent on Behalf of Another Person
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Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
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Item 8. |
Identification and Classification of Members of the Group
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Item 9. |
Notice of Dissolution of Group
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Item 10. |
Certification
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EJF CAPITAL LLC
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By:
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/s/ David Bell
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Name:
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David Bell
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Title:
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General Counsel
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EMANUEL J. FRIEDMAN
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By:
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/s/ Emanuel J. Friedman
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Name:
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Emanuel J. Friedman
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EJF SIDECAR FUND, SERIES LLC – SMALL FINANCIAL EQUITIES SERIES
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By:
Its:
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EJF CAPITAL LLC
Managing Member
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By:
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/s/ David Bell
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Name:
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David Bell
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Title:
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General Counsel
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EJF FINANCIAL SERVICES FUND, LP
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By:
Its:
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EJF FINANCIAL SERVICES GP, LLC
General Partner
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By:
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EJF CAPITAL LLC
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Its:
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Sole Member
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By:
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/s/ David Bell
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Name:
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David Bell
|
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Title:
|
General Counsel
|
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EJF FINANCIAL SERVICES GP, LLC
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By:
Its:
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EJF CAPITAL LLC
Sole Member
|
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By:
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/s/ David Bell
|
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Name:
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David Bell
|
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Title:
|
General Counsel
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EJF CAPITAL LLC
|
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||
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||
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By:
|
/s/ David Bell
|
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Name:
|
David Bell
|
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Title:
|
General Counsel
|
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EMANUEL J. FRIEDMAN
|
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||
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||
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By:
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/s/ Emanuel J. Friedman
|
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Name:
|
Emanuel J. Friedman
|
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EJF SIDECAR FUND, SERIES LLC – SMALL FINANCIAL EQUITIES SERIES
|
|
||
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||
|
By:
Its:
|
EJF CAPITAL LLC
Managing Member
|
|
|
|
|
|
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|
|
By:
|
/s/ David Bell
|
|
|
|
Name:
|
David Bell
|
|
|
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Title:
|
General Counsel
|
|
|
EJF FINANCIAL SERVICES FUND, LP
|
|
||
|
|
|
||
|
By:
Its:
|
EJF FINANCIAL SERVICES GP, LLC
General Partner
|
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By:
|
EJF CAPITAL LLC
|
|
|
|
Its:
|
Sole Member
|
|
|
|
|
|
|
|
|
By:
|
/s/ David Bell
|
|
|
|
Name:
|
David Bell
|
|
|
|
Title:
|
General Counsel
|
|
|
EJF FINANCIAL SERVICES GP, LLC
|
|
||
|
|
|
||
|
By:
Its:
|
EJF CAPITAL LLC
Sole Member
|
|
|
|
|
|
|
|
|
By:
|
/s/ David Bell
|
|
|
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Name:
|
David Bell
|
|
|
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Title:
|
General Counsel
|
|