Check the appropriate box to designate the rule pursuant
to which this Schedule is filed:
* 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. 923451108
Page
2
of
18
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
|
1,284,190 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
1,284,190 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
1,284,190 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
5.33%
|
12
|
TYPE OF REPORTING PERSON
|
OO
|
|
|
|
|
|
(1) Consists of 1,284,190 shares of common stock of the Issuer held by Financial
Opportunity Fund LLC.
CUSIP No. 923451108
Page
3
of 18
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
Financial Opportunity Long/Short 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
|
15,970 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
15,970 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
15,970 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.07%
|
12
|
TYPE OF REPORTING PERSON
|
OO
|
|
|
|
|
|
(1) Consists of 15,970 shares of common stock of the Issuer held by Financial
Opportunity Long/Short Fund LLC.
CUSIP No. 923451108
Page
4
of 18
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
|
144,092 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
144,092 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
144,092 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.60%
|
12
|
TYPE OF REPORTING PERSON
|
OO
|
|
|
|
|
|
(1) Consists of 144,092 shares of common stock of the Issuer held
by Bridge Equities III, LLC.
CUSIP No. 923451108
Page
5
of 18
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
Bridge Equities VIII, 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
|
76,405 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
76,405 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
76,405 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.32%
|
12
|
TYPE OF REPORTING PERSON
|
OO
|
|
|
|
|
|
(1) Consists of 76,405 shares of common stock of the Issuer held by Bridge
Equities VIII, LLC.
CUSIP No. 923451108
Page
6
of 18
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
Bridge Equities IX, 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
|
103,860 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
103,860 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
103,860 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.43%
|
12
|
TYPE OF REPORTING PERSON
|
OO
|
|
|
|
|
|
(1) Consists of 103,860 shares of common stock of the Issuer held by Bridge
Equities IX, LLC.
CUSIP No. 923451108
Page
7
of 18
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
Bridge Equities X, 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
|
134,540 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
134,540 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
134,540 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.56%
|
12
|
TYPE OF REPORTING PERSON
|
OO
|
|
|
|
|
|
|
(1)
|
Consists of 134,540 shares of common stock of the Issuer held by Bridge Equities
X, LLC.
|
CUSIP No. 923451108
Page
8
of 18
1
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
|
Bridge Equities XI, 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
|
229,819 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
229,819 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
229,819 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
0.95%
|
12
|
TYPE OF REPORTING PERSON
|
OO
|
|
|
|
|
|
(1) Consists of 229,819 shares of common stock of the Issuer held by Bridge
Equities XI, LLC.
CUSIP No. 923451108
Page
9
of 18
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
|
2,149,700 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
1,460,984 (2)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
2,149,700 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
8.93%
|
12
|
TYPE OF REPORTING PERSON
|
IA
|
|
|
|
|
|
|
(1)
|
Consists of 1,284,190 shares
of common stock of the Issuer held by Financial Opportunity Fund LLC and 15,970 shares of common stock of the Issuer held by Financial
Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC is the managing member, 144,092 shares of common stock of the
Issuer held by Bridge Equities III, LLC, 76,405 shares of common stock of the Issuer held by Bridge Equities VIII, LLC, 103,860
shares of common stock of the Issuer held by Bridge Equities IX, LLC, 134,540 shares of common stock of the Issuer held by Bridge
Equities X, LLC and 229,819 shares of common stock of the Issuer held by Bridge Equities XI, LLC, of which FJ Capital Management
LLC is the sub-investment advisor, and 160,824 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 1,284,190 shares
of common stock of the Issuer held by Financial Opportunity Fund LLC and 15,970 shares of common stock of the Issuer held by Financial
Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC is the managing member, and 160,824 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. 923451108
Page
10
of 18
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
|
2,149,700 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
1,460,984 (2)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
2,149,700 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
8.93%
|
12
|
TYPE OF REPORTING PERSON
|
IN
|
|
|
|
|
|
|
(1)
|
Consists of 1,284,190 shares of
common stock of the Issuer held by Financial Opportunity Fund LLC and 15,970 shares of common stock of the Issuer held by Financial
Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC is the managing member, 144,092 shares of common stock of the
Issuer held by Bridge Equities III, LLC, 76,405 shares of common stock of the Issuer held by Bridge Equities VIII, LLC, 103,860
shares of common stock of the Issuer held by Bridge Equities IX, LLC, 134,540 shares of common stock of the Issuer held by Bridge
Equities X, LLC and 229,819 shares of common stock of the Issuer held by Bridge Equities XI, LLC, of which FJ Capital Management
LLC is the sub-investment advisor, and 160,824 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. 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 1,284,190 shares of
common stock of the Issuer held by Financial Opportunity Fund LLC and 15,970 shares of common stock of the Issuer held by Financial
Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC is the managing member, and 160,824 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. 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. 923451108
Page
11
of 18
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
|
688,716 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
688,716 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
688,716 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
2.86%
|
12
|
TYPE OF REPORTING PERSON
|
OO
|
|
|
|
|
|
(1)
Consists
of 144,092 shares of common stock of the Issuer held by Bridge Equities III LLC, 76,405 shares of common stock of the Issuer held
by Bridge Equities VIII LLC, 103,860 shares of common stock of the Issuer held by Bridge Equities IX, LLC, 134,540 shares of common
stock of the Issuer held by Bridge Equities X, LLC and 229,819 shares of common stock of the Issuer held by Bridge Equities XI,
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.
CUSIP No. 923451108
Page
12
of 18
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
|
688,716 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
688,716 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
688,716 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
2.86%
|
12
|
TYPE OF REPORTING PERSON
|
OO
|
|
|
|
|
|
(1)
Consists
of 144,092 shares of common stock of the Issuer held by Bridge Equities III LLC, 76,405 shares of common stock of the Issuer held
by Bridge Equities VIII LLC, 103,860 shares of common stock of the Issuer held by Bridge Equities IX, LLC, 134,540 shares of common
stock of the Issuer held by Bridge Equities X, LLC and 229,819 shares of common stock of the Issuer held by Bridge Equities XI,
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.
CUSIP No. 923451108
Page
13
of 18
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
|
688,716 (1)
|
EACH
REPORTING
|
7
|
SOLE DISPOSITIVE POWER
|
|
PERSON
WITH
|
8
|
SHARED DISPOSITIVE POWER
|
688,716 (1)
|
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
688,716 (1)
|
10
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
☐
|
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
|
2.86%
|
12
|
TYPE OF REPORTING PERSON
|
CO
|
|
|
|
|
|
(1)
Consists
of 144,092 shares of common stock of the Issuer held by Bridge Equities III LLC, 76,405 shares of common stock of the Issuer held
by Bridge Equities VIII LLC, 103,860 shares of common stock of the Issuer held by Bridge Equities IX, LLC, 134,540 shares of common
stock of the Issuer held by Bridge Equities X, LLC and 229,819 shares of common stock of the Issuer held by Bridge Equities XI,
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.
CUSIP No. 923451108
Page
14
of 18
Item 1(a).
|
|
Name of Issuer:
|
|
|
|
|
|
Veritex Holdings, Inc
|
|
|
|
Item 1(b).
|
|
Address of Issuer’s Principal Executive Offices:
|
|
|
|
|
|
8214 Westchester Drive
Suite 400
Dallas, TX 75225
|
|
|
|
Item 2(a).
|
|
Name of Person Filing:
|
|
|
|
|
|
This Schedule 13G is being filed on behalf of the following Reporting
Persons:
Financial Opportunity Fund LLC
Financial Opportunity Long/Short Fund LLC
Bridge Equities III, LLC
Bridge Equities VIII, LLC
Bridge Equities IX, LLC
Bridge Equities X, LLC
Bridge Equities XI, 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
Financial Opportunity Long/Short Fund LLC
1313 Dolley Madison Blvd., STE 306
McLean, VA 22101
Bridge Equities III, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
Bridge Equities VIII, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
Bridge Equities IX, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
Bridge Equities X, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
Bridge Equities XI, LLC
8171 Maple Lawn Blvd, Suite 375
Fulton, MD 20759
|
CUSIP No. 923451108
Page
15
of 18
|
|
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
|
|
|
|
Item 2(c).
|
|
Citizenship:
|
|
|
|
|
|
Financial Opportunity Fund LLC, Financial Opportunity Long/Short Fund LLC, Bridge Equities III, LLC, Bridge Equities VIII, LLC, Bridge Equities IX, LLC, Bridge Equities X, LLC, Bridge Equities XI, 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:
|
|
|
|
|
|
Common Stock
|
|
|
|
Item 2(e).
|
|
CUSIP Number:
|
|
|
923451108
|
|
|
|
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);
|
|
|
|
|
CUSIP No. 923451108
Page
16
of 18
|
(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:
|
|
|
|
|
|
Financial Opportunity Fund LLC – 1,284,190 shares
Financial Opportunity Long/Short Fund LLC – 15,970 shares
Bridge Equities III, LLC – 144,092 shares
Bridge Equities VIII, LLC – 76,405 shares
Bridge Equities IX, LLC – 103,860 shares
Bridge Equities X, LLC – 134,540 shares
Bridge Equities XI, LLC – 229,819 shares
FJ Capital Management LLC – 2,149,700 shares
Martin S. Friedman – 2,149,700 shares
SunBridge Manager, LLC – 688,716 shares
SunBridge Holdings, LLC – 688,716 shares
Realty Investment Company, Inc – 688,716 shares
|
|
|
|
|
(b)
|
Percent of class:
|
|
|
|
|
|
Financial Opportunity Fund LLC – 5.33%
Financial Opportunity Long/Short Fund LLC – 0.07%
Bridge Equities III, LLC –0.60%
Bridge Equities VIII, LLC – 0.32%
Bridge Equities IX, LLC – 0.43%
Bridge Equities X, LLC – 0.56%
Bridge Equities XI, LLC – 0.95%
FJ Capital Management LLC – 8.93%
Martin S. Friedman – 8.93%
SunBridge Manager, LLC – 2.86%
SunBridge Holdings, LLC – 2.86%
Realty Investment Company, Inc – 2.86%
|
|
|
|
|
(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
|
|
|
|
|
CUSIP No. 923451108
Page
17
of 18
|
|
|
Financial Opportunity Fund LLC – 1,284,190 shares
Financial Opportunity Long/Short Fund LLC – 15,970 shares
Bridge Equities III, LLC – 144,092 shares
Bridge Equities VIII, LLC – 76,405 shares
Bridge Equities IX, LLC – 103,860 shares
Bridge Equities X, LLC – 134,540 shares
Bridge Equities XI, LLC – 229,819 shares
FJ Capital Management LLC – 2,149,700 shares
Martin S. Friedman – 2,149,700 shares
SunBridge Manager, LLC – 688,716 shares
SunBridge Holdings, LLC – 688,716 shares
Realty Investment Company, Inc – 688,716 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 – 1,284,190 shares
Financial Opportunity Long/Short Fund LLC – 15,970 shares
Bridge Equities III, LLC – 144,092 shares
Bridge Equities VIII, LLC – 76,405 shares
Bridge Equities IX, LLC – 103,860 shares
Bridge Equities X, LLC – 134,540 shares
Bridge Equities XI, LLC – 229,819 shares
FJ Capital Management LLC – 1,460,984 shares
Martin S. Friedman – 1,460,984 shares
SunBridge Manager, LLC – 688,716 shares
SunBridge Holdings, LLC – 688,716 shares
Realty Investment Company, Inc – 688,716 shares
|
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
|
|
|
CUSIP No. 923451108
Page
18
of 18
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
Financial Opportunity Long/Short 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
|
|
|
CUSIP No. 923451108 Page
19
of 18
SIGNATURE
|
Bridge Equities III, LLC
By: SunBridge Manager, LLC, its Managing Member
By:
/s/ Christine A. Shreve
Name: Christine A. Shreve
Title: Manager
Bridge Equities VIII, LLC
By: SunBridge Manager, LLC, its Managing Member
By:
/s/ Christine A. Shreve
Name: Christine A. Shreve
Title: Manager
Bridge Equities IX, LLC
By: SunBridge Manager, LLC, its Managing Member
By:
/s/ Christine A. Shreve
Name: Christine A. Shreve
Title: Manager
Bridge Equities X, LLC
By: SunBridge Manager, LLC, its Managing Member
By:
/s/ Christine A. Shreve
Name: Christine A. Shreve
Title: Manager
Bridge Equities XI, 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: President
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
|
Exhibit 1
Joint Filing Agreement
The undersigned agree that this Schedule 13G, and all amendments
thereto, relating to the Common Stock of Veritex Holdings, Inc. 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
|
|
|
|
|
|
|
Financial
Opportunity Long/short
|
|
Bridge
Equities VIII, LLC
|
FUND
LLC
|
|
By:
SunBridge Manager, LLC, its Managing Member
|
By: FJ
Capital Management, LLC
|
|
|
|
|
|
By:
/s/
Martin S. Friedman
|
|
By:
/s/
Christine A. Shreve
|
Name:
Martin S. Friedman
|
|
Name: Christine
A. Shreve
|
Title:
Managing Member
|
|
Title:
Manager
|
|
|
|
|
|
Bridge
Equities
IX
LLC
|
FJ CAPITAL
MANAGEMENT LLC
|
|
By:
SunBridge Manager, LLC, its Managing Member
|
|
|
|
By:
/s/ Martin S. Friedman
|
|
|
|
|
By:
/s/
Christine A. Shreve
|
|
|
Name: Christine
A. Shreve
|
|
|
Title:
Manager
|
|
|
|
|
|
Bridge
Equities
X LLC
|
|
|
By:
SunBridge Manager, LLC, its Managing Member
|
|
|
|
|
|
By:
/s/
Christine A. Shreve
|
|
|
Name: Christine
A. Shreve
|
|
|
Title:
Manager
|
|
|
|
|
|
Bridge
Equities
XI LLC
|
|
|
By:
SunBridge Manager, LLC, its Managing Member
|
|
|
|
|
|
|
/s/
Martin S. Friedman
|
|
By:
/s/
Christine A. Shreve
|
MARTIN
S. FRIEDMAN
|
|
Name: Christine
A. Shreve
|
|
|
Title:
Manager
|
|
Exhibit 1
Joint Filing Agreement
|
|
|
|
|
sunbridge
Manager
,
llc
|
|
|
By:
SunBridge Holdings, LLC, its Managing Member
|
|
|
|
|
|
|
|
|
By:
/s/
Christine A. Shreve
|
|
|
Name: Christine
A. Shreve
|
|
|
Title:
President
|
|
|
|
|
|
|
|
|
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
|