Amended Statement of Ownership (sc 13g/a)
13 February 2020 - 5:08AM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the
Securities Exchange Act of 1934
(Amendment No.3) *
United Community Financial Corp.
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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909839102
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(CUSIP Number)
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December 31, 2019
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(Date of Event Which Requires Filing of this
Statement)
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Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
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X
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Rule
13d-1(b)
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Rule 13d-1(c)
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Rule 13d-1(d)
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*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).
Page 1 of 8
1
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NAME OF REPORTING PERSON
Manulife Financial Corporation
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) ☐
(b) ☐
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N/A
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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
Canada
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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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-0-
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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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-0-
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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None, except through its indirect, wholly-owned subsidiaries, Manulife Investment Management (US) LLC and Manulife Investment
Management Limited
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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N/A
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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See line 9 above.
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12
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TYPE OF REPORTING PERSON*
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HC
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*SEE INSTRUCTIONS
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Page 2 of 8
1
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NAME OF REPORTING PERSON
Manulife Investment Management (US) 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) ☐
(b) ☐
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N/A
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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
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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2,129,975
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6
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SHARED VOTING POWER
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-0-
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7
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SOLE DISPOSITIVE POWER
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2,129,975
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8
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SHARED DISPOSITIVE POWER
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-0-
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,129,975
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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N/A
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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4.43%
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12
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TYPE OF REPORTING PERSON*
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IA
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*SEE INSTRUCTIONS
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Page 3 of 8
1
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NAME OF REPORTING PERSON
Manulife Investment Management Limited
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) ☐
(b) ☐
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N/A
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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
Canada
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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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29,421
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6
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SHARED VOTING POWER
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-0-
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7
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SOLE DISPOSITIVE POWER
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29,421
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8
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SHARED DISPOSITIVE POWER
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-0-
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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29,421
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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N/A
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
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0.06%
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12
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TYPE OF REPORTING PERSON*
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FI
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*SEE INSTRUCTIONS
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Page 4 of 8
Item 1(a)
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Name of Issuer:
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United Community Financial Corp.
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Item 1(b)
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Address of Issuer's
Principal Executive Offices:
275 West Federal Street,
Youngstown, Ohio, 44503-1203
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Item 2(a)
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Name of Person Filing:
This filing is made on behalf of Manulife Financial Corporation ("MFC") and MFC’s indirect, wholly-owned subsidiaries,
Manulife Investment Management (US) LLC ("MIM (US)") and Manulife Investment Management Limited ("MIML”).
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Item 2(b)
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Address of Principal
Business Office:
The principal business offices of MFC and MIML are located at 200 Bloor Street East, Toronto, Ontario, Canada, M4W 1E5.
The principal business office of MIM (US) is located at 197 Clarendon Street, Boston, Massachusetts 02116.
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Item 2(c)
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Citizenship:
MFC and MIML are organized and exist under the laws of Canada.
MIM (US) is organized and exists under the laws of the State of Delaware.
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Item 2(d)
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Title of Class of
Securities:
Common Stock
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Item 2(e)
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CUSIP
Number:
909839102
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Item 3
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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:
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MFC:
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(g)
(X)
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a parent
holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G).
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MIM (US):
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(e) (X)
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an
investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
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MIML:
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(j) (X)
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a non-U.S. institution in accordance with
§240.13d-1(b)(1)(ii)(J).
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Item 4
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Ownership:
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(a) Amount Beneficially Owned: MIM (US) has beneficial ownership of 2,129,975 shares of Common Stock and MIML has beneficial ownership of 29,421 shares of
Common Stock. Through its parent-subsidiary relationship to MIM (US) and MIML, MFC may be deemed to have beneficial ownership
of these same shares.
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(b) Percent of Class: Of the 48,112,240 shares of Common Stock outstanding as of October 31, 2019, according to the Form 10-Q filed by the issuer
with the Securities and Exchange Commission on November 8, 2019, MIM (US) held 4.43% and MIML held 0.06%.
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Page 5 of 8
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(c) Number of shares as to which the person
has:
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(i)
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sole power to vote or to direct the vote:
MIM (US) and MIML each has sole power to vote or to direct the voting of the shares of Common Stock beneficially owned by
each of them.
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(ii)
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shared power to vote or
to direct the vote: -0-
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(iii)
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sole power to dispose or
to direct the disposition of:
MIM (US) and MIML each has sole power to dispose or to direct the disposition of the shares of Common Stock beneficially owned
by each of them.
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(iv)
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shared power to dispose
or to direct the disposition of: -0-
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Item
5
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Ownership of Five
Percent or Less of a Class:
Not applicable.
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Item 6
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Ownership of More
than Five Percent on Behalf of Another Person:
Not applicable.
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Item 7
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Identification and
Classification of the Subsidiary which Acquired the Security Being
Reported on by the Parent Holding Company or Control
Person:
See Items 3 and
4 above.
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Item 8
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Identification and
Classification of Members of the Group:
Not applicable.
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Item 9
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Notice of Dissolution
of Group:
Not
applicable.
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Item 10
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Certification:
By signing below the undersigned certifies that, to the best of its knowledge and belief, (i) the
securities referred to above were acquired and are held in the ordinary course of business and 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, and (ii) the foreign regulatory schemes applicable to
MIML, are substantially comparable to the regulatory scheme applicable to the functionally
equivalent U.S. institutions. The undersigned also undertakes to furnish to the Commission staff, upon
request, information that would otherwise be disclosed in a Schedule 13D.
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Page 6 of 8
SIGNATURE
After reasonable inquiry and
to the best of its knowledge and belief, each of the undersigned certifies that
the information set forth in this statement is true, complete and correct.
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Manulife Financial Corporation
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By:
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/s/ Susie Rafael
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Name:
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Susie Rafael
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Dated: January 24, 2020
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Title:
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Agent*
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Manulife Investment Management (US) LLC
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By:
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/s/ Paul Donahue
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Name:
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Paul Donahue
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Dated: January 27, 2020
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Title:
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Chief Compliance Officer
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Manulife Investment Management Limited
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By:
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/s/ Christopher Walker
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Name:
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Christopher Walker
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Dated: January 22, 2020
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Title:
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Chief Compliance Officer
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* Signed pursuant to a Power of Attorney dated January 17, 2018 included as Exhibit A to Schedule 13F-NT filed with the Securities and Exchange Commission by Manulife Financial Corporation on January
29, 2018.
Page 7 of 8
EXHIBIT A
JOINT FILING
AGREEMENT
Manulife Financial Corporation, Manulife Investment Management (US) LLC and Manulife Investment Management Limited agree that
the Schedule 13G (Amendment No.3) to which this Agreement is attached, relating to the Common Stock of United Community Financial
Corp., is filed on behalf of each of them.
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Manulife Financial Corporation
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By:
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/s/ Susie Rafael
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Name:
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Susie Rafael
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Dated: January 24, 2020
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Title:
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Agent*
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Manulife Investment Management (US) LLC
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By:
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/s/ Paul Donahue
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Name:
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Paul Donahue
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Dated: January 27, 2020
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Title:
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Chief Compliance Officer
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Manulife Investment Management Limited
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By:
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/s/ Christopher Walker
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Name:
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Christopher Walker
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Dated: January 22, 2020
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Title:
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Chief Compliance Officer
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* Signed pursuant to a Power of Attorney dated January 17, 2018 included as Exhibit A to Schedule 13F-NT filed with the Securities and Exchange Commission by Manulife Financial Corporation on January
29, 2018.
Page 8 of 8
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