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

Reporting relationship: 10%+ Owner
Issuer ticker: N/A
Reported as of: 17 Aug 2021
Net transaction value: -$1,427,500
SEC form: 4
Accepted by SEC: 19 Aug 2021, 12:23:53 UTC
Prior SEC filing: 29 Jul 2021
Next SEC filing: 27 Oct 2021
Source filing: View source filing
Reporting owner signature: Martin S. Friedman

Key filing fact

Martin S. Friedman filed Form 4 for Westbury Bancorp, Inc. on 19 Aug 2021.

Key facts

This page summarizes Martin S. Friedman's Form 4 filing for Westbury Bancorp, Inc..
2 reported transactions and 0 derivative rows are listed below.
Accepted by SEC: 19 Aug 2021, 12:23.

Change

Previous filing in this sequence was filed on 29 Jul 2021.
Current net transaction value: -$1,427,500.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

WBBW transaction

Common Stock

Sale

Transaction value: $975,696
Shares: -34,175
Change %: -14%
Price: $28.55
Shares after: 215,531
Date: 17 Aug 2021
Ownership: See footnote
Footnotes: F1, F2, F3

WBBW transaction

Common Stock

Sale

Transaction value: $451,804
Shares: -15,825
Change %: -59%
Price: $28.55
Shares after: 11,052
Date: 17 Aug 2021
Ownership: See footnote
Footnotes: F1, F2, F3

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Martin S. Friedman is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 3 footnotes

Footnote 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.

Footnote 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.

Footnote 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.