UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | SEC 1473 (7-02) | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. |
1. Title of Derivative Security (Instr. 4) |
2. Date Exercisable and Expiration Date (Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) |
4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5) |
6. Nature of Indirect Beneficial Ownership (Instr. 5) |
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Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Series B-2 Convertible 8.4% Non-Cumulative Preferred Stock | Â (2) | Â (2) | Common Stock | 695,489 | $ 5.32 | I | See Footnote (1) |
Common Stock Purchase Warrant | Â (3) | 04/20/2016 | Common Stock | 408,834 | $ 6.26 | I | See Footnote (1) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Flemming John D 5 PARK PLACE SUITE 950 IRVINE, CA 92614 |
 X |  |  |  |
Barbara Palermo | 05/24/2012 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | All such shares of common stock, Series B Stock and warrants are held by Carpenter Community Bancfund, LP and Carpenter Community Bancfund-A, LP, of which Carpenter Fund Manager GP, LLC is the General Partner. John D. Flemming is a Managing Member of Carpenter Fund Manager GP, LLC and disclaims beneficial ownership of all such shares, except to the extent that Mr. Flemming has a pecuniary interest in the General Partner. |
(2) | The preferred stock is convertible at any time at the holder's election and has no expiration date. |
(3) | The warrants are not currently excercisable and would only become excercisable if the Issuer completes an acquisition of an insured depository institution or its parent having assets of $250 million or more by merger, purchase of outstanding shares or the purchase and assumption of all or substancially all of its assets and liabilities. |