Amended Statement of Beneficial Ownership (sc 13d/a)
03 March 2016 - 7:14AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)
(Amendment No. 4)
ASB Bancorp, Inc.
(Name of Issuer)
Common Stock, $0.01 Par Value
(Title of Class of Securities)
00213T109
(CUSIP Number)
LAWRENCE B. SEIDMAN
100 Misty Lane, 1st Floor
Parsippany, New Jersey 07054
(973) 952-0405
STEVE WOLOSKY, ESQ.
MICHAEL NEIDELL, ESQ.
OLSHAN FROME WOLOSKY LLP
Park Avenue Tower
65 East 55th Street
New York, New York 10022
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 26, 2016
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box .
1
|
NAME OF REPORTING PERSONS
Seidman and Associates, L.L.C.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
57,050
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
57,050
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
57,050
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.43%
|
14
|
TYPE OF REPORTING PERSON
OO
|
1
|
NAME OF REPORTING PERSONS
Seidman Investment Partnership, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
35,074
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
35,074
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
35,074
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.88%
|
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSONS
Seidman Investment Partnership II, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
56,148
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
56,148
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
56,148
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.41%
|
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSONS
Seidman Investment Partnership III, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
10,056
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
10,056
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,056
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.25%
|
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSONS
LSBK06-08, L.L.C.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Florida
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
28,213
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
28,213
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,213
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.71%
|
14
|
TYPE OF REPORTING PERSON
OO
|
1
|
NAME OF REPORTING PERSONS
Broad Park Investors, L.L.C.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
34,857
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
34,857
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
34,857
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.88%
|
14
|
TYPE OF REPORTING PERSON
OO
|
1
|
NAME OF REPORTING PERSONS
Chewy Gooey Cookies, L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
715
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
715
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
715
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.02%
|
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSONS
2514 Multi-Strategy Fund L.P.
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
13,736
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
13,736
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,736
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.34%
|
14
|
TYPE OF REPORTING PERSON
PN
|
1
|
NAME OF REPORTING PERSONS
CBPS, LLC
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
WC
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New York
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
28,825
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
28,825
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
28,825
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.72%
|
14
|
TYPE OF REPORTING PERSON
OO
|
1
|
NAME OF REPORTING PERSONS
Veteri Place Corporation
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
OO
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
148,260
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
148,260
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
148,260
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.72%
|
14
|
TYPE OF REPORTING PERSON
CO
|
1
|
NAME OF REPORTING PERSONS
JBRC I, LLC
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
OO
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
10,056
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
10,056
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,056
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.25%
|
14
|
TYPE OF REPORTING PERSON
OO
|
1
|
NAME OF REPORTING PERSONS
Lawrence B. Seidman
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
(b)
|
3
|
SEC USE ONLY
|
4
|
SOURCE OF FUNDS
OO
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7
|
SOLE VOTING POWER
265,674
|
8
|
SHARED VOTING POWER
- 0 -
|
9
|
SOLE DISPOSITIVE POWER
265,674
|
10
|
SHARED DISPOSITIVE POWER
- 0 -
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
265,674
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.67%
|
14
|
TYPE OF REPORTING PERSON
IN
|
The following constitutes Amendment No. 4 to the Schedule 13D filed by the undersigned ("Amendment No. 4"). This Amendment No. 4 amends the Schedule 13D as specifically set forth.
Item 4.
|
Purpose of Transaction.
|
Item 4 is hereby amended to add the following:
On February 16, 2016, the Board of Directors of the Issuer voted to expand the size of the Board for the Issuer and the Bank to eleven directors and approved the appointment of two new directors, Mr. Lawrence B. Seidman and Mr. Kenneth J. Wrench. Following receipt of regulatory approval, these Board appointments became effective on February 26, 2016.
As previously disclosed , the Issuer and the Bank entered into an Agreement with the Reporting Persons and Mr. Wrench for appointment to the Boards of Directors of the Issuer and the Bank.
Signature Page to ASB Bancorp, Inc. Schedule 13D Amendment No. 4
SIGNATURES
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 2, 2016
|
SEIDMAN AND ASSOCIATES, L.L.C.
|
|
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
Manager
|
|
SEIDMAN INVESTMENT PARTNERSHIP, L.P.
|
|
|
|
By:
|
Veteri Place Corporation, its
General Partner
|
|
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
President
|
|
SEIDMAN INVESTMENT PARTNERSHIP II, L.P.
|
|
|
|
By:
|
Veteri Place Corporation, its
General Partner
|
|
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
President
|
|
SEIDMAN INVESTMENT PARTNERSHIP III, L.P.
|
|
|
|
|
By:
|
JBRC I, LLC, its
|
|
|
Co-General Partner |
|
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
Managing Member
|
|
LSBK06-08, L.L.C.
|
|
|
|
By: |
Veteri Place Corporation, its
Trading Advisor
|
|
|
|
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
President
|
|
BROAD PARK INVESTORS, L.L.C.
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
Investment Manager
|
|
CHEWY GOOEY COOKIES, L.P.
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
Investment Manager
|
|
2514 MULTI-STRATEGY FUND, L.P.
|
|
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
Investment Manager
|
|
CBPS, LLC
|
|
|
|
By: |
Veteri Place Corporation, its
Trading Advisor
|
|
|
|
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
President
|
|
VETERI PLACE CORPORATION
|
|
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
President
|
|
JBRC I, LLC
|
|
|
|
|
|
By:
|
/ss/ Lawrence B. Seidman |
|
|
Lawrence B. Seidman
Managing Member
|
|
/ss/ Lawrence B. Seidman |
|
LAWRENCE B. SEIDMAN
|
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