Martin S. Friedman - Aug 17, 2021 Form 4 Insider Report for Westbury Bancorp, Inc. (WBBW)

Role
10%+ Owner
Signature
Martin S. Friedman
Stock symbol
WBBW
Transactions as of
Aug 17, 2021
Transactions value $
-$1,427,500
Form type
4
Date filed
8/19/2021, 12:23 PM
Previous filing
Jul 29, 2021
Next filing
Oct 27, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction WBBW Common Stock Sale -$976K -34.2K -13.69% $28.55 216K Aug 17, 2021 See footnote F1, F2, F3
transaction WBBW Common Stock Sale -$452K -15.8K -58.88% $28.55 11.1K Aug 17, 2021 See footnote F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Martin S. Friedman is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Martin S. Friedman (the "Reporting Person") is the managing member of FJ Capital Management LLC ("FJ Capital"), which is the managing member of and investment adviser to Financial Opportunity Fund LLC ("FOF") and investment adviser to a separately managed account ("SMA"), each of which beneficially owns shares of the common stock of the issuer (the "Shares"). As a consequence of a stock repurchase by the issuer, FOF and the SMA, in the aggregate, beneficially became owners of 10% or more of the Shares. Therefore, (a) on behalf of FOF, FJ Capital sold 34,175 Shares and (b) on behalf of the SMA, FJ Capital sold 15,825 Shares (collectively, the "Disposed Shares") in order to reduce the aggregate beneficial ownership of the Shares by FOF and the SMA to less than 10% of the issued and outstanding Shares.
F2 The sale by FJ Capital on behalf of FOF and the SMA of the Disposed Shares was necessitated solely for the purpose of reducing the aggregate amount of the Shares controlled by FOF and the SMA as a consequence of the stock repurchase by the issuer in order to avoid FOF and the SMA being deemed to be bank holding companies pursuant to the Bank Holding Company Act of 1956, as amended, and the rules promulgated pursuant thereto by the Board of Governors of the Federal Reserve System.
F3 Martin S. Friedman, in his capacity as Managing Member of FJ Capital, has voting and dispositive power over the Shares held by FOF and the SMA. The Reporting Person disclaims beneficial ownership of the securities referred to in this Form 4 except to the extent of the Reporting Person's pecuniary interest in such securities, and the filing of this Form 4 shall not be construed as an admission that the Reporting Person is, for the purpose of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities covered by this Form 4.