SCHEDULE 13D/A: Castle Creek Capital Significantly Reduces Stake in CF Bankshares to 9.9%
Beneficial Ownership Update
Castle Creek Capital Partners VII, LP has reduced its beneficial ownership in CF Bankshares Inc. to 9.9% after selling 124,054 shares for approximately $2.97 million in open-market transactions.
Summary
- Castle Creek Capital Partners VII, LP (Fund VII) and its affiliates have reduced their beneficial ownership in CF Bankshares Inc. to 557,196 shares, representing approximately 9.9% of the Voting Common Stock.
- Between May 13, 2025, and May 20, 2025, Fund VII sold an aggregate of 124,054 shares of Voting Common Stock in various open-market transactions.
- The total proceeds from these sales amounted to $2,974,241.04, net of commissions and fees.
- Following these transactions, Fund VII directly owns 148,578 shares of Voting Common Stock.
- The reported beneficial ownership of 557,196 shares includes the 148,578 shares held by Fund VII and 408,618 shares issuable upon conversion of Non-Voting Common Stock, subject to an Ownership Cap.
- An additional 775,382 shares of Non-Voting Common Stock are excluded from the beneficial ownership calculation as Fund VII does not have the right to acquire them within 60 days due to the Ownership Cap.
- The calculation of 9.9% ownership is based on 5,628,248 shares of Voting Common Stock outstanding, which includes 5,219,630 shares reported as of May 8, 2025, plus the 408,618 convertible shares.
Sentiment
Score: 4
Explanation: The sentiment is slightly negative as a major investor has significantly reduced its stake, which can be interpreted as a lack of continued strong conviction or a strategic exit, potentially signaling a less favorable outlook for the company from that investor's perspective.
Negatives
- A significant institutional investor, Castle Creek Capital, has reduced its stake in CF Bankshares Inc., which could be interpreted by the market as a decrease in confidence or a strategic exit from the investment.
Future Outlook
The document, a Schedule 13D amendment, focuses solely on changes in beneficial ownership and does not provide any forward-looking statements or guidance regarding the Issuer's future performance or strategic direction.
Industry Context
This filing indicates a reduction in a significant investor's stake in a financial services company (CF Bankshares Inc.). While the document itself does not provide broader industry context, such a move by a private equity firm like Castle Creek Capital could reflect a portfolio rebalancing strategy or a specific view on the banking sector's outlook, though the filing does not elaborate on the reasons.
Stakeholder Impact
- Shareholders: The reduction in stake by a significant institutional investor may lead to concerns about the company's future prospects or valuation, potentially influencing share price.
Key Dates
| Date | Description |
|---|---|
| 2019-12-24 | Original Schedule 13D filed. |
| 2020-03-31 | Amendment No. 1 to Schedule 13D filed. |
| 2020-06-01 | Amendment No. 2 to Schedule 13D filed. |
| 2024-11-26 | Amendment No. 3 to Schedule 13D filed. |
| 2024-12-03 | Amendment No. 4 to Schedule 13D filed. |
| 2024-12-12 | Amendment No. 5 to Schedule 13D filed. |
| 2025-05-08 | Date as of which 5,219,630 shares of Voting Common Stock were outstanding, as reported in the Company's Form 10-Q. |
| 2025-05-12 | Date of filing of the Company's Quarterly Report on Form 10-Q with the SEC. |
| 2025-05-13 | Start date of the period during which Fund VII sold shares; 7,319 shares sold at a weighted average price of $24.02 per share. |
| 2025-05-14 | Amendment No. 6 to Schedule 13D filed; 245 shares sold at a weighted average price of $24.05 per share. |
| 2025-05-16 | 395 shares sold at a price of $24.05 per share. |
| 2025-05-20 | Date of event which requires filing of this statement; 116,095 shares sold at a weighted average price of $24.00 per share. |
| 2025-05-22 | Date of signing of Amendment No. 7 to Schedule 13D by Tony Scavuzzo. |
Keywords
CF Bankshares Inc., Castle Creek Capital, Schedule 13D, beneficial ownership, share sale, common stock, financial services, banking, institutional investor
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