Amended Statement of Ownership (sc 13g/a)
September 30 2019 - 4:25PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
SCHEDULE 13G
(Amendment No. 1)*
Under the Securities Exchange Act of 1934
Shore Bancshares, Inc.
(Name of Issuer)
Common Stock
(Titles of Class of Securities)
825107105
(CUSIP Number)
September 24, 2019
(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)
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☒
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Rule 13d-1(c)
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☐
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Rule 13d-1(d)
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* The remainder of
this cover page shall be filled out of 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 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,
as amended (the “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. 825107105
|
13G
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Page 2 of 9
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1
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NAME OF REPORTING PERSON
Fourthstone LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
|
3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Missouri
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NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON
WITH:
|
5
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SOLE VOTING POWER
- 0 -
|
6
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SHARED VOTING POWER
891,498
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7
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SOLE DISPOSITIVE POWER
- 0 -
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8
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SHARED DISPOSITIVE POWER
891,498
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
891,498
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.98% (1)
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12
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TYPE OF REPORTING PERSON
IA
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|
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(1)
Based on 12,799,072 shares of Common Stock (as defined below) of the Issuer (as defined below)
outstanding as of July 31, 2019, based on the Issuer’s Form 10-Q filed with the Securities and Exchange Commission (“Commission”)
on August 9, 2019. Fourthstone LLC is the investment adviser of, and may be deemed to beneficially own securities owned by, its
Advisory Clients.
CUSIP No. 825107105
|
13G
|
Page 3 of 9
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1
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NAME OF REPORTING PERSON
Fourthstone Master Opportunity Fund Ltd
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
|
3
|
SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands
|
NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON
WITH:
|
5
|
SOLE VOTING POWER
- 0 -
|
6
|
SHARED VOTING POWER
676,847
|
7
|
SOLE DISPOSITIVE POWER
- 0 -
|
8
|
SHARED DISPOSITIVE POWER
676,847
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
676,847
|
10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
5.30% (2)
|
12
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TYPE OF REPORTING PERSON
OO
|
|
|
|
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(2)
Based on 12,799,072 shares of Common Stock (as defined below) of the Issuer (as defined below)
outstanding as of July 31, 2019, based on the Issuer’s Form 10-Q filed with the Securities and Exchange Commission (“Commission”)
on August 9, 2019.
CUSIP No. 825107105
|
13G
|
Page 4 of 9
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1
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NAME OF REPORTING PERSON
Fourthstone GP LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
|
3
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SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Missouri
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NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON
WITH:
|
5
|
SOLE VOTING POWER
- 0 -
|
6
|
SHARED VOTING POWER
179,651
|
7
|
SOLE DISPOSITIVE POWER
- 0 -
|
8
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SHARED DISPOSITIVE POWER
179,651
|
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
179,651
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
|
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.41% (3)
|
12
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TYPE OF REPORTING PERSON
OO
|
|
|
|
|
(3)
Based on 12,799,072 shares of Common Stock (as defined below) of the Issuer (as defined below)
outstanding as of July 31, 2019, based on the Issuer’s Form 10-Q filed with the Securities and Exchange Commission (“Commission”)
on August 9, 2019. Fourthstone GP LLC is the general partner of, and may be deemed to beneficially own securities owned by, Fourthstone
QP Opportunity Fund LP.
CUSIP No. 825107105
|
13G
|
Page 5 of 9
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1
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NAME OF REPORTING PERSON
Fourthstone QP Opportunity Fund LP
|
2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
☐
(b)
☐
|
3
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SEC USE ONLY
|
4
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED
BY EACH REPORTING PERSON
WITH:
|
5
|
SOLE VOTING POWER
- 0 -
|
6
|
SHARED VOTING POWER
179,651
|
7
|
SOLE DISPOSITIVE POWER
- 0 -
|
8
|
SHARED DISPOSITIVE POWER
179,651
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
179,651
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
1.41% (4)
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12
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TYPE OF REPORTING PERSON
PN
|
|
|
|
|
(4) Based
on 12,799,072 shares of Common Stock (as defined below) of the Issuer (as defined below) outstanding as of July 31, 2019,
based on the Issuer’s Form 10-Q filed with the Securities and Exchange Commission (“Commission”) on
August 9, 2019.
CUSIP No. 825107105
|
13G
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Page 6 of 9
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Item 1(a).
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Name of Issuer:
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Shore Bancshares, Inc. (the “Issuer”)
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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28969 Information
Lane, Easton, Maryland 21601
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Item 2(a).
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Name of Person Filing:
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This Schedule
13G is being filed by Fourthstone LLC, a Missouri Limited Liability Company and Investment Adviser (“Fourthstone”).
The persons reporting information on this Schedule 13G include, in addition to Fourthstone, a company incorporated in the
Cayman Islands (“Fourthstone Master Opportunity Fund”), a Delaware Limited Partnership (“Fourthstone
QP Opportunity”), a Missouri Limited Liability Company (“Fourthstone GP,” General Partner of
Fourthstone QP Opportunity), (each, a “Reporting Person” and, together, the “Reporting Persons”).
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Fourthstone
directly holds 891,498 shares of Common Stock on behalf of its advisory clients. Each of the Reporting Persons listed in this
filing certify 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 effect.
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Item 2(b).
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Address of Principal Business Office or, if none, Residence:
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The principal
business address of each of the Reporting Persons is as follows:
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The registered
office of Fourthstone LLC, Fourthstone Master Opportunity Fund Ltd., Fourthstone GP LLC, Fourthstone QP Opportunity Fund LP
is 13476 Clayton Road, St Louis, MO 63131.
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Item 2(c).
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Citizenship:
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See response
to Item 4 of each of the cover pages.
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Item 2(d).
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Titles of Classes of Securities:
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Common Stock,
$0.01 par value per share
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CUSIP No. 825107105
|
13G
|
Page 7 of 9
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Item 2(e).
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CUSIP Number:
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825107105
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Item 3.
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If This Statement is Filed Pursuant to Rule 13d-1(b),
or 13d-2(b) or (c), Check Whether the
Person Filing is a(n):
|
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(a)
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☐ Broker or dealer registered under Section 15 of the Exchange Act (15 U.S.C. 78o).
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(b)
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☐ Bank as defined in Section 3(a)(6) of the Exchange Act (15 U.S.C. 78c).
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(c)
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☐ Insurance company as defined in Section 3(a)(19) of the Exchange Act (15 U.S.C. 78c).
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(d)
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☐
Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C
80a-8).
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(e)
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☑ Investment adviser in accordance with §240.13d-1(b)(1)(ii)(E).
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(f)
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☐ Employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).
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(g)
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☐ Parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).
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(h)
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☐ Savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (13 U.S.C. 1813).
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(i)
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☐ 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).
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(j)
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☐ Non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J).
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(k)
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☐ Group in accordance with §240.13d-1(b)(1)(ii)(K).
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If filing
as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the type of institution:
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(a)
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Amount Beneficially Owned:
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See responses to Item 9 on each cover page.
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(b)
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Percent of Class:
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See responses to Item 11 on each cover page.
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(c)
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Number
of shares as to which such person has:
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(i)
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Sole
power to vote or to direct the vote:
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See
responses to Item 5 on each cover page.
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(ii)
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Shared
power to vote or to direct the vote:
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See responses
to Item 6 on each cover page.
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(iii)
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Sole
power to dispose or to direct the disposition of:
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See
responses to Item 7 on each cover page.
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(iv)
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Shared
power to dispose or to direct the disposition of:
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See responses
to Item 8 on each cover page.
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CUSIP No. 825107105
|
13G
|
Page 8 of 9
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Item 5.
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Ownership of Five Percent or Less of a Class.
|
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If this statement
is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of
more than five percent of the class of securities, check the following ☐.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person.
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Not Applicable.
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Item 7.
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Identification and Classification of
the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
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Not
applicable.
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Item 8.
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Identification and Classification of Members of the Group.
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Not applicable.
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Item 9.
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Notice of Dissolution of Group.
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Not Applicable.
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Item 10.
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Certification.
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Not Applicable.
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CUSIP No. 825107105
|
13G
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Page 9 of 9
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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.
Dated: September 30, 2019
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Fourthstone
LLC
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By:
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/s/
Amy Stone
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Name:
|
Amy
M. Stone
|
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Title:
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President
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Fourthstone
Master Opportunity Fund Ltd
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By:
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/s/
Amy M. Stone
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Name:
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Amy
M. Stone
|
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Title:
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President
|
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Fourthstone
QP Opportunity Fund LP
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By:
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Fourthstone
GP LLC, its General Partner
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By:
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/s/
Amy M. Stone
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Name:
|
Amy
M. Stone
|
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Title:
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President
|
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