Amended Statement of Ownership (sc 13g/a)
February 06 2013 - 3:49PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE
COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2
(Amendment No. 1)*
ECB Bancorp,
Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
268253101
(CUSIP Number)
December 31, 2012
(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)
x
Rule 13d-1(c)
¨
Rule 13d-1(d)
*
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The remainder of this cover page shall be filled out for a reporting persons 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.
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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
).
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CUSIP No. 268253101
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13G
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Page 1 of 5 Pages
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1.
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NAMES OF REPORTING PERSONS
Thomas A. Satterfield, Jr.
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2.
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CHECK THE APPROPRIATE BOX IF A
MEMBER OF A GROUP
(a)
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(b)
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF
ORGANIZATION
United States of
America
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
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5.
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SOLE VOTING POWER
3,500
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6.
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SHARED VOTING POWER
232,164
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7.
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SOLE DISPOSITIVE POWER
3,500
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8.
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SHARED DISPOSITIVE POWER
232,164
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
235,664
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10.
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CHECK BOX IF THE AGGREGATE AMOUNT
IN ROW (9) EXCLUDES CERTAIN SHARES
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11.
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PERCENT OF CLASS REPRESENTED BY
AMOUNT IN ROW 9
8.1%
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12.
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TYPE OF REPORTING
PERSON
IN
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(1)
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Based on 2,904,841 shares of Common Stock of ECB Bancorp, Inc. outstanding as of November 13, 2012, as reported by ECB Bancorp, Inc. in its Quarterly Report on Form
10-Q for the quarterly period ended September 30, 2012, filed with the Securities and Exchange Commission on November 13, 2012.
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CUSIP No. 268253101
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13G
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Page 2 of 5 Pages
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SCHEDULE 13G
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Item 1.
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(a)
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Name of Issuer:
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ECB Bancorp, Inc.
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(b)
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Address of Issuers Principal Executive Offices:
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Post Office Box 337
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Engelhard, North Carolina 27824
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Item 2.
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(a)
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Name of Person Filing:
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Thomas A. Satterfield, Jr.
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(b)
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Address of Principal Business Office or, if none, Residence:
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Thomas A. Satterfield
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2609 Caldwell Mill Lane
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Birmingham, Alabama 35243
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(c)
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Citizenship:
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Incorporated by reference from Item 4 of the Cover Pages.
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(d)
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Title of Class of Securities:
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Incorporated by reference from the Cover Pages.
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(e)
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CUSIP Number:
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Incorporated by reference from the Cover Pages.
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Item 3.
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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:
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Not Applicable.
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Item 4.
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Ownership.
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(a)
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Amount beneficially owned:
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Incorporated by reference from Item 9 of the Cover Pages.
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(b)
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Percent of class:
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Incorporated by reference from Item 11 of the Cover Pages.
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CUSIP No. 268253101
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13G
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Page 3 of 5 Pages
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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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Incorporated by reference from Item 5 of the Cover Pages.
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(ii)
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Shared power to vote or to direct the vote
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Incorporated by reference from Item 6 of the Cover Pages.
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(iii)
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Sole power to dispose or to direct the disposition of
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Incorporated by reference from Item 7 of the Cover Pages.
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(iv)
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Shared power to dispose or to direct the disposition of
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Incorporated by reference from Item 8 of the Cover Pages.
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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 5 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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With respect to the beneficial ownership reported for Thomas A. Satterfield, Jr., 8,000 shares are held jointly with Mr. Satterfields spouse; 1,000 shares are held
individually by Mr. Satterfields spouse; 12,000 shares are held by Tomsat Investment & Trading Co., Inc., a corporation wholly-owned by Mr. Satterfield and of which he serves as President; 59,664 shares are held by Caldwell Mill
Opportunity Fund, which fund is managed by an entity of which Mr. Satterfield owns a 50% interest and serves as Chief Investment Manager; and 8,000 shares are held by Riachuelo Ventures L.P., a partnership in which Mr. Satterfield is a 1/9 owner and
serves as President. Additionally, Mr. Satterfield has limited powers of attorney for voting and disposition purposes with respect to the following shares: A.G. Family L.P. (123,500 shares); T.A. Satterfield, Sr. (12,000 shares); Jeanette
Satterfield Kaiser (6,000 shares); and Richard Kaiser (2,000 shares). These individuals and entities have the right to receive or the power to direct the receipt of the proceeds from the sale of their respective shares.
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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 or Control
Person.
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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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CUSIP No. 268253101
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13G
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Page 4 of 5 Pages
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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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Certifications.
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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, other than activities solely in
connection with a nomination under § 240.14a-11.
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CUSIP No. 268253101
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13G
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Page 5 of 5 Pages
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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.
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February 6, 2013
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Date
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/s/ Thomas A. Satterfield, Jr.
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Thomas A. Satterfield, Jr.
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