Filing Details

		Exhibit Index located on Pages 7-8		SEC 1746 (12-91)

CUSIP No. 730206109

Page 2 of 8 Pages

1.		Name of Reporting Person S.S. or I.R.S. Identification No. of above person       Maltese Capital Management, LLC
2.		Check the Appropriate Box if a Member of a Group*		(a)  ☐ (b)  ☐
3.		SEC Use Only
4.		Source of Funds*       00
5.		Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Items 2(d) or 2(e)		☐
6.		Citizen or Place of Organization       New York

11.		Aggregate Amount Beneficially Owned by Each Reporting Person       270,505
12.		Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares*		☐
13.		Percent of Class Represented by Amount in Row (11)       7.1%
14.		Type of Reporting Person*       00

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

 

*SEE INSTRUCTIONS BEFORE FILLING OUT!

INCLUDE BOTH SIDES OF THE COVER PAGE, RESPONSES TO ITEMS 1-7

(INCLUDING EXHIBITS) OF THE SCHEDULE, AND THE SIGNATURE ATTESTATION.

Item 1.    Security and Issuer.

The class of equity securities to which this statement relates is the common stock ("Common Stock"), of Poage Bankshares, Inc. (the "Issuer"), a company incorporated in Maryland, with its principal office at 1500 Carter Avenue, Ashland, Kentucky 41101.

Item 2.    Identity and Background.

(a)    This statement is being filed by (i) Maltese Capital Management, LLC, a New York limited liability company ("MCM") (ii) Maltese Capital Holdings, LLC, a Delaware limited liability company ("Holdings"), (iii) Terry Maltese, Managing Member of MCM, with respect to shares of Common Stock that each of the foregoing may be deemed to have a beneficial ownership and with respect to shares he holds personally. The foregoing persons are hereinafter sometimes referred to collectively as the "Reporting Persons".

(b)    The address of the principal offices of Holdings and MCM and the business address of Mr. Maltese is Maltese Capital Management, LLC, 150 East 52^nd Street, 30th^th Floor, New York, New York 10022.

(c)     The principal business of Holdings is that of acting as general partner for certain partnerships. The principal business of MCM is that of providing administrative and management services in its capacity as an investment advisor in accordance with Rule 240.13d-1(b)(1) (ii)(E). The present principal occupation or employment of Mr. Maltese is Managing Member of MCM and Holdings.

(d)    During the last five years, none of Holdings, MCM, or Mr. Maltese has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

(e)    During the last five years, none of Holdings, MCM, or Mr. Maltese has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which such person was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

(f)    Mr. Maltese is a U.S. citizen.

Item 3.    Source and Amount of Funds.

The net investment cost (including commissions, if any) of the shares of Common Stock that MCM, Holdings, or Mr. Maltese may be deemed to have beneficial ownership is $3,373,368, $2,400,246, and $3,485,318, respectively. Such shares were purchased with the investment capital of clients of MCM (except for those personally held by Mr. Maltese).

Item 4.    Purpose of Transaction.

The purpose for which the Common Stock was acquired by the Reporting Persons is for investment. As such, in the ordinary course of their business, the Reporting Persons intend to review their investment in the Company on a continuing basis and may engage in discussions with management, the board of directors, other shareholders of the Company and other relevant parties concerning the business, operations, management, governance, strategy and future plans of the Company.  Depending on various factors including, without limitation, the Company's financial position and strategic direction, the outcome of the discussions and actions referenced above, actions taken by the board of directors, price levels of the Common Stock, other investment opportunities available to the Reporting Persons, conditions in the securities market and general economic and industry conditions, the Reporting Persons may in the future take such actions with respect to their investment in the Company as they deem appropriate including, without limitation, purchasing additional shares of Common Stock or selling some or all of their shares of Common Stock, engaging in short selling of or any hedging or similar transactions with respect to the shares of Common Stock, voting for or against and expressing support for or against the proposals of the board of directors of the Company or other shareholders of the Company and/or otherwise changing their intention with respect to any and all matters referred to in Item 4 of Schedule 13D.

 

Page 5 of 8 Pages

Item 5.    Interest in Securities of the Issuer.

(a)  Based upon an aggregate of 3,820,135 shares of Common Stock outstanding, as determined by the Issuer's most recently available public information, as of the close of business on May 11, 2016:

(b)  Each of the partnerships or funds that hold shares have the power to dispose of and to vote the shares of Common Stock beneficially owned by it, which power may be exercised by its general partner, Holdings, or its investment manager, MCM, as applicable.  Holdings is a party to a management agreement with MCM pursuant to which MCM shares the power to dispose of and to vote the shares of Common Stock beneficially owned by Holdings. MCM is a party to a management agreement with certain funds pursuant to which MCM shares the power to dispose of and to vote the shares of Common Stock beneficially owned by each such fund. Mr. Maltese, as Managing Member of Holdings, and MCM, shares the power to dispose of and to vote the shares of Common Stock beneficially owned by the other Reporting Persons.   Mr. Maltese also has sole power to dispose of and to vote the shares of Common Stock beneficially owned by him.

(c)  During the sixty days prior to May 26, 2016, the Reporting persons made the following transactions in the Common Stock:

 

(d) Not applicable.

(e) Not applicable.

Item 6.    Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

There are no contracts, arrangements, understandings or relationships among the persons named in Item 2 or between such persons and any other person with respect to any securities of the Issuer.

Item 7.    Material to be Filed as Exhibits.

Page 6 of 8

SIGNATURES

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.

Dated: May 26, 2016

 

 

 

 

 

 

 

 

 

EXHIBIT 1

JOINT ACQUISITION STATEMENT PURSUANT TO RULE 13d-1(f)(1)

The undersigned acknowledge and agree that the foregoing statement on Schedule 13D is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13D shall be filed on behalf of each of the undersigned without the necessity of filing additional joint acquisition statements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning it contained herein, but shall not be responsible for the completeness and accuracy of the information concerning the other, except to the extent that it knows or has reason to believe that such information is inaccurate.

Dated: May 26, 2016

SK 27061 0003 7158520