Filing Details

Accession Number:
0001171520-18-000090
Form Type:
13G Filing
Publication Date:
2018-02-14 16:29:18
Filed By:
Fj Capital Management Llc
Company:
Hometown Bankshares Corp (OTCMKTS:HMTA)
Filing Date:
2018-02-14
SEC Url:
13G Filing
Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name Sole Voting Power Shared Voting Power Sole Dispositive Power Shared Dispositive Power Aggregate Amount Owned Power Percent of Class
Financial Opportunity Fund 108,385 108,385 108,385 1.88%
FJ Capital Management 489,104 133,008 489,104 8.47%
Martin S. Friedman 489,104 133,008 489,104 8.47%
Bridge Equities III 356,096 356,096 356,096 6.16%
SunBridge Manager 356,096 356,096 356,096 6.16%
SunBridge Holdings 356,096 356,096 356,096 6.16%
Realty Investment Company, Inc 356,096 356,096 356,096 6.16%
Filing
 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 3) *

 

Hometown Bankshares Corporation (HMTA)
 (Name of Issuer)
 
Restricted Common Stock
(Title of Class of Securities)
 
43787N108
(CUSIP Number)
 
12/31/2017
(Date of Event Which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

  Rule 13d-1(b)
     
  Rule 13d-1(c)
     
  Rule 13d-1(d)

 

* 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). 

 

 
 
CUSIP No 43787N108   Page 2 of 12

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Financial Opportunity Fund LLC

 

 

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
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 108,385 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER

 

108,385 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

108,385 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 

1.88%

 

12

 

TYPE OF REPORTING PERSON

 

OO
         

 

(1)       Comprised of 108,385 shares of common stock of the Issuer held by Financial Opportunity Fund LLC.

 

CUSIP No 43787N108   Page 3 of 12

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

FJ Capital Management LLC

 

 

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
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 489,104 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER

 

133,008 (2)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

489,104 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

 

8.47%

 

12

 

TYPE OF REPORTING PERSON

 

IA
         

 

(1)Consists of 108,385 shares of common stock of the Issuer held by Financial Opportunity Fund LLC, of which FJ Capital Management is the managing member, and 356,096 shares of common stock of the Issuer held by Bridge Equities III, LLC, of which FJ Capital Management LLC is the sub-investment advisor, and 24,623 shares of common stock of the Issuer held by a managed account that FJ Capital Management manages; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.

 

(2)Consists of 108,385 shares of common stock of the Issuer held by Financial Opportunity Fund LLC, of which FJ Capital Management LLC is the managing member, and 24,623 shares of common stock of the Issuer held by a managed account that FJ Capital Management manages; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.

 

 

CUSIP No 43787N108   Page 4 of 12

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Martin S. Friedman

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

United States
NUMBER OF
SHARES
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 489,104 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER

 

133,008 (2)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

489,104 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

8.47%

 

12

 

TYPE OF REPORTING PERSON

 

IN
         

 

(1)Consists of 108,385 shares of common stock of the Issuer held by Financial Opportunity Fund LLC, of which FJ Capital Management is the managing member, and 356,096 shares of common stock of the Issuer held by Bridge Equities III, LLC, of which FJ Capital Management LLC is the sub-investment advisor; and 24,623 shares of common stock of the Issuer held by a managed account that FJ Capital Management manages. Martin Friedman is the Managing Member of FJ Capital Management LLC; as such, Mr. Friedman may be deemed to be a beneficial owner of reported shares but as to which Mr. Friedman disclaims beneficial ownership.

 

(2)Consists of 16,640 shares of common stock of the Issuer held by Financial Opportunity Fund LLC, of which FJ Capital Management LLC is the managing member. and 24,623 shares of common stock of the Issuer held by a managed account that FJ Capital Management manages. Martin Friedman is the Managing Member of FJ Capital Management LLC; as such, Mr. Friedman may be deemed to be a beneficial owner of reported shares but as to which Mr. Friedman disclaims beneficial ownership.
CUSIP No 43787N108   Page 5 of 12

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Bridge Equities III, LLC

 

 

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
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 356,096 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER

 

356,096 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

356,096 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.16%

 

12

 

TYPE OF REPORTING PERSON

 

OO
         

 

(1) Consists of 356,096 shares of common stock of the Issuer held by Bridger Equities III, LLC.

 

 

CUSIP No 43787N108   Page 6 of 12

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

SunBridge Manager, LLC

 

 

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
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 356,096 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER

 

356,096 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

356,096 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.16%

 

12

 

TYPE OF REPORTING PERSON

 

OO
         

 

(1)Consists of 356,096 shares of common stock of the Issuer held by Bridger Equities III, LLC, of which SunBridge Manager, LLC is the Managing Member; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.
CUSIP No 43787N108   Page 7 of 12

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

SunBridge Holdings, LLC

 

 

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
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 356,096 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER

 

356,096 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

356,096 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.16%

 

12

 

TYPE OF REPORTING PERSON

 

OO
         

 

(1) Consists of 356,096 shares of common stock of the Issuer held by Bridger Equities III, LLC, of which SunBridge Manager, LLC is the Managing Member. SunBridge Holdings, LLC is the Managing Member of SunBridge Manager, LLC; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.

CUSIP No 43787N108   Page 8 of 12

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Realty Investment Company, Inc

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Maryland
NUMBER OF
SHARES
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 356,096 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER

 

356,096 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

356,096 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

6.16%

 

12

 

TYPE OF REPORTING PERSON

 

CO
         

 

 

(1) Consists of 356,096 shares of common stock of the Issuer held by Bridger Equities III, LLC, of which SunBridge Manager, LLC is the Managing Member. SunBridge Holdings, LLC is the Managing Member of SunBridge Manager, LLC. Realty Investment Company, Inc. is the Manager of SunBridge Holdings, LLC; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.

CUSIP No 43787N108   Page 9 of 12

 

Item 1(a).   Name of Issuer:
     
    Hometown Bankshares Corporation (HMTA)
     
Item 1(b).   Address of Issuer’s Principal Executive Offices:
    202 South Jefferson Street
   

Roanoke, VA 24011

 

Item 2(a).   Name of Person Filing:
    This Schedule 13G is being filed on behalf of the following Reporting Persons:
   

Financial Opportunity Fund LLC

Bridge Equities III, LLC

FJ Capital Management LLC

Martin S. Friedman

SunBridge Manager, LLC

SunBridge Holdings, LLC

Realty Investment Company, Inc

     
Item 2(b).   Address of Principal Business Office or, if None, Residence:
   

 

   

Financial Opportunity Fund LLC

1313 Dolley Madison Blvd., Ste 306

McLean, VA 22101

 

Bridge Equities III, LLC

8171 Maple Lawn Blvd, Suite 375

Fulton, MD 20759

 

FJ Capital Management, LLC

1313 Dolley Madison Blvd., Ste 306

McLean, VA 22101

 

Martin S. Friedman

1313 Dolley Madison Blvd., Ste 306

McLean, VA 22101

 

SunBridge Manager, LLC

8171 Maple Lawn Blvd, Suite 375

Fulton, MD 20759

 

SunBridge Holdings, LLC

8171 Maple Lawn Blvd, Suite 375

Fulton, MD 20759

 

Realty Investment Company, Inc

8171 Maple Lawn Blvd, Suite 375

Fulton, MD 20759

 

CUSIP No 43787N108   Page 10 of 12

 

Item 2(c).   Citizenship:
     
    Financial Opportunity Fund LLC, Bridge Equities III, LLC, FJ Capital Management LLC, SunBridge Manager, LLC, SunBridge Holdings, LLC – Delaware limited liability companies
    Martin S. Friedman – United States citizen
    Realty Investment Company Inc – Maryland corporation
     
Item 2(d).   Title of Class of Securities:
     
    Restricted Common Stock
     
Item 2(e).   CUSIP Number:
   
     43787N108
     
Item 3. 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:

 

  (a) Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).
       
  (b) Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c).
       
  (c) Insurance company as defined in Section 3(a) (19) of the Act (15 U.S.C. 78c).
       
  (d) Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
       
  (e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

 

  (f) An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
       
  (g) A parent holding company or control person in accordance with §240.13d-1(b)(ii)(G);
       
  (h) A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
       
  (i) A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act (15 U.S.C. 80a-3);
       
  (j) Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

Item 4. Ownership.
   
  Ownership information is provided as of:

 

  (a) Amount beneficially owned:
     
CUSIP No 43787N108   Page 11 of 12

 

   

Financial Opportunity Fund LLC – 108,385 shares

FJ Capital Management LLC – 489,104 shares

Martin S. Friedman – 489,104 shares

Bridge Equities III, LLC – 356,096 shares

SunBridge Manager, LLC – 356,096 shares

SunBridge Holdings, LLC – 356,096 shares

Realty Investment Company, Inc – 356,096 shares

     
  (b) Percent of class:
     
   

Financial Opportunity Fund LLC – 1.88%

Bridge Equities III, LLC – 6.16%

FJ Capital Management LLC – 8.47%

Martin S. Friedman – 8.47%

SunBridge Manager, LLC – 6.16%

SunBridge Holdings, LLC – 6.16%

Realty Investment Company, Inc – 6.16%

     
  (c) Number of shares as to which such person has:
     
    (i) Sole power to vote or to direct the vote
       
      All Reporting Persons – 0
       
    (ii) Shared power to vote or to direct the vote
       
     

Financial Opportunity Fund LLC – 108,385 shares

FJ Capital Management LLC – 489,104 shares

Martin S. Friedman – 489,104 shares

Bridge Equities III, LLC – 356,096 shares

SunBridge Manager, LLC – 356,096 shares

SunBridge Holdings, LLC – 356,096 shares

Realty Investment Company, Inc – 356,096 shares

       
    (iii) Sole power to dispose or to direct the disposition of
       
      All Reporting Persons – 0
       
    (iv) Shared power to dispose or to direct the disposition of
       
     

Financial Opportunity Fund LLC – 108,385 shares

FJ Capital Management LLC – 489,104 shares

Martin S. Friedman – 489,104 shares

Bridge Equities III, LLC – 356,096 shares

SunBridge Manager, LLC – 356,096 shares

SunBridge Holdings, LLC – 356,096 shares

Realty Investment Company, Inc – 356,096 shares

 

CUSIP No 43787N108   Page 12 of 12

 

Item 5. Ownership of Five Percent or Less of a Class.
   
  N/A
   
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
   
  N/A
   
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
   
  N/A
   
Item 8. Identification and Classification of Members of the Group.
   
  Due to the relationships among them, the reporting persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.  
   
Item 9. Notice of Dissolution of Group.
   
  N/A
   
Item 10. Certification.

 

By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above 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.

 

SIGNATURE

 

 

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.

   

 

Date: 2/13/2018

 

 

 

 

 

Financial Opportunity Fund LLC

By: FJ Capital Management LLC, its Managing Member

 

 

By: /s/ Martin S. Friedman

Name: Martin S. Friedman

Title: Managing Member

 

 

 

 

 

FJ Capital Management LLC

 

 

By: /s/ Martin S. Friedman

Name: Martin S. Friedman

Title: Managing Member

 

 

 

 

 

 

/s/ Martin S. Friedman
MARTIN S. FRIEDMAN

 

 

 

 

Bridge Equities III, LLC

By: SunBridge Manager, LLC, its Managing Member

 

By: /s/ Christine A. Shreve

Name: Christine A. Shreve

Title: Manager

 

 

SunBridge Manager, LLC

By: SunBridge Holdings, LLC, its Managing Member

 

 

By: /s/ Christine A. Shreve

Name: Christine A. Shreve

Title: Manager

 

 

SunBridge Holdings, LLC

By: Realty Investment Company, Inc., its Manager

 

 

 

By: /s/ Christine A. Shreve

Name: Christine A. Shreve

Title: President

 

 

 

realty investment company, inc.

 

 

By: /s/ Christine A. Shreve

Name: Christine A. Shreve

Title: President

 

 

 

 

Attention: Intentional misstatements or omissions of fact constitute Federal criminal violations (See 18 U.S.C, 1001)

Exhibit 1

Joint Filing Agreement

The undersigned agree that this Schedule 13G, and all amendments thereto, relating to the restricted common stock of HomeTown Bankshares Corporation (HMTA) shall be filed on behalf of the undersigned.

 

Financial Opportunity Fund LLC   Bridge Equities III, LLC
By:     FJ Capital Management, LLC   By: SunBridge Manager, LLC, its Managing Member
     
     
By: /s/ Martin S. Friedman   By:    /s/ Christine A. Shreve
        Name: Martin S. Friedman           Name:  Christine A. Shreve
        Title:  Managing Member           Title:     Manager
     
     
    SunBridge mANAGER, LLC
FJ CAPITAL MANAGEMENT LLC   By: SunBridge Holdings, LLC, its Managing Member
     
     
By: /s/ Martin S. Friedman   By:    /s/ Christine A. Shreve
        Name: Martin S. Friedman           Name:  Christine A. Shreve
        Title:  Managing Member           Title: Manager
     
    SunBridge Holdings, LLC
    By: Realty Investment Company, Inc., its Manager
    .
     
/s/ Martin S. Friedman   By:    /s/ Christine A. Shreve
MARTIN S. FRIEDMAN           Name:  Christine A. Shreve
            Title:     President
     
     
    realty investment company, inc.
     
     
    By:    /s/ Christine A. Shreve
            Name:  Christine A. Shreve
            Title:     President