CUSIP No. 404172108
|
Page 1 of 28 Pages
|
CUSIP No. 404172108
|
Page 2 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Financial Edge Fund, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
WC, OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
255,316
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
255,316
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
255,316
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
3.6%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 404172108
|
Page 3 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Financial Edge—Strategic Fund, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
WC, OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
93,588
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
93,588
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
93,588
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
1.3%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 404172108
|
Page 4 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Goodbody/PL Capital, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
WC, OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
51,327
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
51,327
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,327
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.7%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 404172108
|
Page 5 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
PL Capital/Focused Fund, L.P.
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
WC, OO
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
169,344
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
169,344
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
169,344
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
2.4%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 404172108
|
Page 6 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
PL Capital, LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
AF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
522,248
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
522,248
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
522,248
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
7.4%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 404172108
|
Page 7 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
PL Capital Advisors, LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
AF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
569,575
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
569,575
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
569,575
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.1%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 404172108
|
Page 8 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Goodbody/PL Capital, LLC
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
AF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
51,327
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
51,327
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
51,327
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.7%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 404172108
|
Page 9 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
John W. Palmer
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
AF, PF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
8,274
|
||
8
|
SHARED VOTING POWER
573,575
|
|||
9
|
SOLE DISPOSITIVE POWER
8,274
|
|||
10
|
SHARED DISPOSITIVE POWER
573,575
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
581,849
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.2%
|
|||
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 404172108
|
Page 10 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Richard J. Lashley
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
AF, PF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
5,829
|
||
8
|
SHARED VOTING POWER
576,575
|
|||
9
|
SOLE DISPOSITIVE POWER
5,829
|
|||
10
|
SHARED DISPOSITIVE POWER
576,575
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
582,404
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.3%
|
|||
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 404172108
|
Page 11 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Lashley Family 2012 Trust
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
WC
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
1,000
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
1,000
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,000
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less Than 0.1%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 404172108
|
Page 12 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Lashley Family 2011 Trust
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
WC
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
New Jersey
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
1,500
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
1,500
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,500
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less Than 0.1%
|
|||
14
|
TYPE OF REPORTING PERSON
PN
|
CUSIP No. 404172108
|
Page 13 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Beth R. Lashley, Trustee for the Lashley Family 2011 Trust
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
WC
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
1,500
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
1,500
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,500
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less Than 0.1%
|
|||
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 404172108
|
Page 14 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Robin Lashley
|
|||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) T
(b) £
|
||
3
|
SEC USE ONLY
|
|||
4
|
SOURCE OF FUNDS
PF
|
|||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)
|
£
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
USA
|
|||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
||
8
|
SHARED VOTING POWER
2,000
|
|||
9
|
SOLE DISPOSITIVE POWER
0
|
|||
10
|
SHARED DISPOSITIVE POWER
2,000
|
|||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,000
|
|||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less Than 0.1%
|
|||
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 404172108
|
Page 15 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Irving A. Smokler
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) T
(b) £
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
AF, OO
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) £
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
4,000
|
||
9
|
SOLE DISPOSITIVE POWER
0
|
||
10
|
SHARED DISPOSITIVE POWER
4,000
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,000
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1%
|
||
14
|
TYPE OF REPORTING PERSON
IN
|
CUSIP No. 404172108
|
Page 16 of 28 Pages
|
1
|
NAME OF REPORTING PERSON
Albernet OU
|
||
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) T
(b) £
|
||
3
|
SEC USE ONLY
|
||
4
|
SOURCE OF FUNDS
WC, BK, OO
|
||
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e) £
|
||
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Estonia
|
||
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON
WITH
|
7
|
SOLE VOTING POWER
0
|
|
8
|
SHARED VOTING POWER
4,000
|
||
9
|
SOLE DISPOSITIVE POWER
0
|
||
10
|
SHARED DISPOSITIVE POWER
4,000
|
||
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,000
|
||
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES T
|
||
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
Less than 0.1%
|
||
14
|
TYPE OF REPORTING PERSON
OO
|
||
CUSIP No. 404172108
|
Page 17 of 28 Pages
|
Item 1.
|
Security and Issuer
|
Item 2.
|
Identity and Background
|
●
|
Financial Edge Fund, L.P., a Delaware limited partnership (“Financial Edge Fund”).
|
●
|
Financial Edge-Strategic Fund, L.P., a Delaware limited partnership (“Financial Edge Strategic”).
|
●
|
PL Capital/Focused Fund, L.P., a Delaware limited partnership (“Focused Fund”).
|
●
|
PL Capital, LLC, a Delaware limited liability company and General Partner of Financial Edge Fund, Financial Edge Strategic and Focused Fund, and advisor to Albernet OU (“PL Capital”).
|
●
|
PL Capital Advisors, LLC, a Delaware limited liability company and investment advisor to Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL Capital, L.P. (“PL Capital Advisors”).
|
●
|
Goodbody/PL Capital, L.P., a Delaware limited partnership (“Goodbody/PL LP”).
|
●
|
Goodbody/PL Capital, LLC, a Delaware limited liability company and General Partner of Goodbody/PL LP (“Goodbody/PL LLC”).
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●
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John W. Palmer and Richard J. Lashley, Managing Members of PL Capital, PL Capital Advisors and Goodbody/PL LLC.
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John W. Palmer as an individual, including shares held in his Individual Retirement Account (IRA).
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Richard J. Lashley as an individual, including shares held in his IRA; as holder of certain discretionary authority over an account held by Dr. Robin Lashley, his sister; and trustee of the Lashley Family 2012 Trust.
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Lashley Family 2011 Trust, a New Jersey irrevocable trust.
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Lashley Family 2012 Trust, a New Jersey irrevocable trust.
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Beth R. Lashley, Trustee, Lashley Family 2011 Trust.
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Dr. Robin Lashley as an individual.
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Albernet OU, an Estonian company (“Albernet”).
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Irving A. Smokler, principal of Albernet.
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CUSIP No. 404172108
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Page 18 of 28 Pages
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(1)
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shares of Common Stock held in the name of Financial Edge Fund, Financial Edge Strategic, Focused Fund and Albernet, in Mr. Palmer’s and Mr. Lashley’s capacity as Managing Members of PL Capital, the General Partner of Financial Edge Fund, Financial Edge Strategic and Focused Fund and advisor to Albernet.
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(2)
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shares of Common Stock held in the name of Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL LP, in Mr. Palmer’s and Mr. Lashley’s capacity as Managing Members of PL Capital Advisors, the investment advisor to Financial Edge Fund, Financial Edge Strategic, Focused Fund and Goodbody/PL LP.
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(3)
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shares of Common Stock held in the name of Goodbody/PL LP, in Mr. Palmer’s and Mr. Lashley’s capacity as Managing Members of Goodbody/PL LLC, the General Partner of Goodbody/PL LP.
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(4)
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shares of Common Stock held by Mr. Palmer as an individual, including in his IRA.
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(5)
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shares of Common Stock held by Mr. Lashley: (A) as an individual, including in his IRA; (B) a holder of certain discretionary authority over an account held by his sister Dr. Robin Lashley; and (C) as trustee of the Lashley Family 2012 Trust.
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CUSIP No. 404172108
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Page 19 of 28 Pages
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Item 3.
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Source and Amount of Funds or Other Consideration
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CUSIP No. 404172108
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Page 20 of 28 Pages
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Item 4.
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Purpose of Transaction
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CUSIP No. 404172108
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Page 21 of 28 Pages
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Item 5.
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Interest in Securities of the Company
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CUSIP No. 404172108
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Page 22 of 28 Pages
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(c)
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Goodbody/PL LP made the following purchases (and no sales) of Common Stock during the past 60 days:
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Trade Date
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Number of Shares Purchased
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Price per Share
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Where and How Transaction Effected
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02/03/15
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8,480
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$ 14.35
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Open Market Purchase
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CUSIP No. 404172108
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Page 23 of 28 Pages
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(c)
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Lashley Family 2012 Trust did not purchase or sell shares of Common Stock during the past 60 days. For estate planning purposes, Mrs. Lashley transferred 1,000 shares of Common Stock from her name into the Lashley Family 2012 Trust on June 6, 2012 for no consideration.
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(c)
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Lashley Family 2011 Trust did not purchase or sell shares of Common Stock during the past 60 days. For estate planning purposes, Mr. Lashley transferred 1,500 shares of Common Stock from his name into the Lashley Family 2011 Trust on July 18, 2012 for no consideration.
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(L)
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Beth R. Lashley, Trustee, Lashley Family 2011 Trust
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(c)
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Lashley Family 2011 Trust did not purchase or sell shares of Common Stock during the past 60 days.
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(d)
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Beth Lashley is the Trustee of the Lashley Family 2011 Trust and may be deemed to share with the Lashley Family 2011 Trust the power of voting and disposition with regard to the shares of Common Stock held by the Lashley Family 2011 Trust.
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CUSIP No. 404172108
|
Page 24 of 28 Pages
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Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Company
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Item 7.
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Material to be Filed as Exhibits
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Exhibit No.
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Description
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1
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Joint Filing Agreement - filed herewith.
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2
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Standstill Agreement, dated August 26, 2009.*
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3
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Letter from PL Capital to Board of Directors dated December 1, 2009.*
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CUSIP No. 404172108
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Page 25 of 28 Pages
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Exhibit No.
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Description
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4
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Letter from PL Capital to Board of Directors dated January 8, 2009.*
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5
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Notice of Intent to Nominate Directors from Richard J. Lashley to Secretary of the Company dated August 17, 2011.*
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6
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Stockholder Demand for Inspection of Stockholder Records from Richard J. Lashley to Secretary of the Company dated August 18, 2011.*
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7
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Letter from Secretary of the Company to Richard J. Lashley dated August 25, 2011.*
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8
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Letter from Richard J. Lashley to Secretary of the Company dated August 30, 2011.*
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9
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Letter from Secretary of the Company to Richard J. Lashley dated September 6, 2011.*
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10
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Correspondence via e-mail from Richard J. Lashley to Secretary of the Company dated September 6, 2011. *
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11
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Letter from Secretary of the Company to Richard J. Lashley dated September 8, 2011.*
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12
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Letter from Richard J. Lashley and John W. Palmer to the Board of Directors of the Company dated September 16, 2011.*
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13
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Letter from Richard J. Lashley to the Board of Directors of the Company dated October 4, 2011.*
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14
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Letter to Richard J. Lashley from the Board of Directors of the Company dated October 7, 2011.*
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15
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Letter from Richard J. Lashley and John W. Palmer to the Board of Directors of the Company dated October 11, 2011.*
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16
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Letter from Richard J. Lashley to the Secretary of the Company dated October 25, 2011.*
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17
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Letter from Chairman of the Company’s Board of Directors dated November 3, 2011.*
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18
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Letter from Richard J. Lashley to the Chairman of the Board of Directors dated November 7, 2011.*
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19
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Letter from Richard J. Lashley to the Secretary of the Company dated November 7, 2011, transmitted on November 8, 2011.*
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CUSIP No. 404172108
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Page 26 of 28 Pages
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FINANCIAL EDGE FUND, L.P.
By: PL CAPITAL, LLC
General Partner
By: /s/ John W. Palmer
John W. Palmer
Managing Member
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By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
FINANCIAL EDGE-STRATEGIC FUND, L.P.
By: PL CAPITAL, LLC
General Partner
By: /s/ John W. Palmer
John W. Palmer
Managing Member
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By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
PL CAPITAL/FOCUSED FUND, L.P.
By: PL CAPITAL, LLC
General Partner
By: /s/ John W. Palmer
John W. Palmer
Managing Member
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By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
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CUSIP No. 404172108
|
Page 27 of 28 Pages
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GOODBODY/PL CAPITAL, L.P.
By: GOODBODY/PL CAPITAL, LLC
General Partner
By: /s/ John W. Palmer
John W. Palmer
Managing Member
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By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
|
GOODBODY/PL CAPITAL, LLC
By: /s/ John W. Palmer
John W. Palmer
Managing Member
|
By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
|
PL CAPITAL, LLC
By: /s/ John W. Palmer
John W. Palmer
Managing Member
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By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
|
PL CAPITAL ADVISORS, LLC
By: /s/ John W. Palmer
John W. Palmer
Managing Member
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By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
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ALBERNET OU
By: /s/ Irving A. Smokler
Irving A. Smokler
Principal
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CUSIP No. 404172108
|
Page 28 of 28 Pages
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LASHLEY FAMILY 2011 TRUST
By: /s/ Beth R. Lashley
Beth R. Lashley
Trustee
|
|
LASHLEY FAMILY 2012 TRUST
By: /s/ Richard J. Lashley
Richard J. Lashley
Trustee
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By: /s/ John W. Palmer
John W. Palmer
|
By: /s/ Richard J. Lashley
Richard J. Lashley
|
By: /s/ Robin Lashley
Robin Lashley
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By: /s/ Irving A. Smokler
Irving A. Smokler
|
FINANCIAL EDGE FUND, L.P.
By: PL CAPITAL, LLC
General Partner
By: /s/ John W. Palmer
John W. Palmer
Managing Member
|
By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
FINANCIAL EDGE-STRATEGIC FUND, L.P.
By: PL CAPITAL, LLC
General Partner
By: /s/ John W. Palmer
John W. Palmer
Managing Member
|
By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
PL CAPITAL/FOCUSED FUND, L.P.
By: PL CAPITAL, LLC
General Partner
By: /s/ John W. Palmer
John W. Palmer
Managing Member
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By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
GOODBODY/PL CAPITAL, L.P.
By: GOODBODY/PL CAPITAL, LLC
General Partner
By: /s/ John W. Palmer
John W. Palmer
Managing Member
|
By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
|
GOODBODY/PL CAPITAL, LLC
By: /s/ John W. Palmer
John W. Palmer
Managing Member
|
By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
|
PL CAPITAL, LLC
By: /s/ John W. Palmer
John W. Palmer
Managing Member
|
By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
|
PL CAPITAL ADVISORS, LLC
By: /s/ John W. Palmer
John W. Palmer
Managing Member
|
By: /s/ Richard J. Lashley
Richard J. Lashley
Managing Member
|
|
ALBERNET OU
By: /s/ Irving A. Smokler
Irving A. Smokler
Principal
|
LASHLEY FAMILY 2011 TRUST
By: /s/ Beth R. Lashley
Beth R. Lashley
Trustee
|
|
LASHLEY FAMILY 2012 TRUST
By: /s/ Richard J. Lashley
Richard J. Lashley
Trustee
|
By: /s/ John W. Palmer
John W. Palmer
|
By: /s/ Richard J. Lashley
Richard J. Lashley
|
By: /s/ Robin Lashley
Robin Lashley
|
By: /s/ Irving A. Smokler
Irving A. Smokler
|