-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WDKEfOGzRaMRDU3G79j+NVfKZthiVjLnPAOh12nWl2wkG1F9mYBa9cyBoanVbvBZ 3JaBwSvxwJkXIpVsp7+cFA== 0000950131-00-001618.txt : 20000308 0000950131-00-001618.hdr.sgml : 20000308 ACCESSION NUMBER: 0000950131-00-001618 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000307 GROUP MEMBERS: KOCH ASSET MANAGEMENT LLC GROUP MEMBERS: KOCH ASSET MANAGEMENT, L.L.C. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CARVER BANCORP INC CENTRAL INDEX KEY: 0001016178 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 133904174 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-48913 FILM NUMBER: 562676 BUSINESS ADDRESS: STREET 1: 75 W 125TH ST CITY: NEW YORK STATE: NY ZIP: 10027-4512 BUSINESS PHONE: 2128764747 MAIL ADDRESS: STREET 1: 75 W 125TH ST CITY: NEW YORK STATE: NY ZIP: 10027-4512 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: KOCH ASSET MANAGEMENT LLC CENTRAL INDEX KEY: 0001108519 STANDARD INDUSTRIAL CLASSIFICATION: [] IRS NUMBER: 431746061 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: 4 MUIRFIELD LANE CITY: ST LOUIS STATE: MO ZIP: 63141 BUSINESS PHONE: 3148788717 MAIL ADDRESS: STREET 1: 4 MUIRFIELD LANE CITY: ST LOUIS STATE: MO ZIP: 63141 SC 13G/A 1 SCHEDULE 13G AMENDMENT NO. 2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* Carver Bancorp, Inc. ------------------------- (Name of Issuer) Common Stock, $0.01 par value --------------------------------- (Title of Class of Securities) 146875109 -------------- (CUSIP Number) 12/31/99 -------- (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is filed: [X] Rule 13d-1(b) [X] Rule 13d-1(c) [_] Rule 13d-1(d) *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. 146875109 PAGE 2 of 9 PAGES - -------------------- ----------------- - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS 1 S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Donald Leigh Koch - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [_] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 United States - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 44,400 NUMBER OF SHARES ----------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 6 0 OWNED BY ----------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 7 222,500 REPORTING PERSON ----------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 8 0 - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 222,550/1/ - ------------------------------------------------------------------------------ 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 9.6%/2/ - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON 12 IN - ------------------------------------------------------------------------------ /1/ See Item 4 of this Amendment 1 to Schedule 13G. /2/ Based upon 2,314,275 shares of Common Stock issued and outstanding as of December 31, 1999. - -------------------- ----------------- CUSIP NO. 146875109 PAGE 3 of 9 PAGES - -------------------- ----------------- - ------------------------------------------------------------------------------ NAMES OF REPORTING PERSONS 1 S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Koch Asset Management, L.L.C. 43-1746061 - ------------------------------------------------------------------------------ CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) 2 (a) [_] (b) [_] - ------------------------------------------------------------------------------ SEC USE ONLY 3 - ------------------------------------------------------------------------------ CITIZENSHIP OR PLACE OF ORGANIZATION 4 Missouri - ------------------------------------------------------------------------------ SOLE VOTING POWER 5 0 NUMBER OF SHARES ----------------------------------------------------------- SHARED VOTING POWER BENEFICIALLY 6 0 OWNED BY ----------------------------------------------------------- EACH SOLE DISPOSITIVE POWER 7 222,550 REPORTING PERSON ----------------------------------------------------------- SHARED DISPOSITIVE POWER WITH 8 0 - ------------------------------------------------------------------------------ AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 9 222,550 - ------------------------------------------------------------------------------ CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES 10 [_] - ------------------------------------------------------------------------------ PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 11 9.6%/2/ - ------------------------------------------------------------------------------ TYPE OF REPORTING PERSON 12 IA - ------------------------------------------------------------------------------ /1/ See Item 4 of this Amendment 1 to Schedule 13G. /2/ Based upon 2,314,275 shares of Common Stock issued and outstanding as of December 31, 1999. - -------------------- ----------------- CUSIP NO. 146875109 PAGE 4 of 9 PAGES - -------------------- ----------------- Item 1. (a) Name of Issuer: Carver Bancorp, Inc. (b) Address of Issuer's Principal Executive Offices: 75 West 125th Street New York, New York 10027 Item 2. Donald Leigh Koch ----------------- (a) Name of Person Filing: Donald Leigh Koch (b) Address of Principal Business Offices or, if none, Residence: 1400 Beachwalker Rd--Windsong Amelia Island, Florida 32034 (c) Citizenship: United States (d) Title of Class of Securities: Common Stock, $0.01 par value (e) CUSIP Number: 146875109 Koch Asset Management, L.L.C. ----------------------------- (a) Name of Person Filing: Koch Asset Management, L.L.C. (b) Address of Principal Business Offices or, if none, Residence: 1293 Mason Road Town and Country, Missouri 63131 (c) Citizenship: - -------------------- ----------------- CUSIP NO. 146875109 PAGE 5 of 9 PAGES - -------------------- ----------------- Missouri (d) Title of Class of Securities: Common Stock, $0.01 par value (e) CUSIP Number: 146875109 Item 3. If this Statement is filed pursuant to (S)240.13d-1(b) or (S)(S)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. 809-8) (e) [ X ] An investment adviser in accordance with (S)240.13d- 1(b)(1)(ii)(E) (f) [ ] An employee benefit plan or endowment fund in accordance with (S)240.13d-1(b)(1)(ii)(F) (g) [ ] A parent holding company or control person, in accordance with (S)240.13d-1(b)(ii)(G) (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 of 1940 (15 U.S.C. 80-a-3) (j) [ ] Group, in accordance with (S)240.13d-1(b)(1)(ii)(J) Koch Asset Management, L.L.C. is an investment advisor in accordance with (S)240.13d-1(b)(1)(ii)(E) and has filed this Amendment 1 to Schedule 13G pursuant to (S)240.13d-1(b). Donald Leigh Koch has filed this Amendment 1 to Schedule 13G pursuant to (S)240.13d-1(c). Item 4. Ownership. The information in Items 1 and 5-11 on each of the cover pages of this Amendment 1 to Schedule 13G is hereby incorporated by reference. - -------------------- ----------------- CUSIP NO. 146875109 PAGE 6 of 9 PAGES - -------------------- ----------------- - -------------------------------------------------------------------------------- Koch Asset Management, L.L.C. is a registered investment advisor which furnishes investment advice to individual clients by exercising trading authority over securities held in accounts on behalf of such clients (collectively, the "Managed Portfolios"). In its role as an investment adviser to the Managed Portfolios, Koch Asset Management, L.L.C. has sole dispositive power over the Managed Portfolios and, as a result, may be deemed to be the beneficial owner of shares of Carver Bancorp, Inc. common stock, $0.01 par value (the "Common Stock"), held by such Managed Portfolios. However, Koch Asset Management, L.L.C. does not have the right to vote or to receive any dividends from, or the proceeds from the sale of, the Common Stock held in such Managed Portfolios and disclaims any ownership associated with such rights. Donald Leigh Koch owns 100% of Koch Asset Management, L.L.C. and serves as the sole Managing Member of such company. Mr. Koch is filing this joint statement with Koch Asset Management, L.L.C. as a result of his ownership of and position in Koch Asset Management, L.L.C., from which Mr. Koch may be deemed to have the power to exercise any dispositive power that Koch Asset Management, L.L.C. may have with respect to the Common Stock held by the Managed Portfolios. In addition, Mr. Koch, individually, owns and holds voting power with respect to Managed Portfolios containing approximately 44,400 shares of Common Stock, or % of the total number of outstanding shares of Common Stock (the "Koch Shares"). Other than with respect to the Koch Shares, all shares reported herein have been acquired by Koch Asset Management, L.L.C. and Mr. Koch specifically disclaims beneficial ownership over any shares of Common Stock that he or Koch Asset Management, L.L.C. may be deemed to beneficially own. Furthermore, other than with respect to the Koch Shares, Mr. Koch does not have the right to vote or to receive any dividends from, or the proceeds from the sale of, the securities held in the Managed Portfolios and disclaims any ownership associated with such rights. Item 5. Ownership of Five Percent or Less of a Class. 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 being reported, check the following: [_] Item 6. Ownership of More than Five Percent on Behalf of Another Person. Each client of Koch Asset Management, L.L.C. who owns Common Stock in a Managed Portfolio has the right to receive dividends from, or the proceeds from the sale of, the Common Stock held in his or her Managed Portfolio. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. - -------------------- ----------------- CUSIP NO. 146875109 PAGE 7 of 9 PAGES - -------------------- ----------------- Not Applicable Item 8. Identification and Classification of Members of the Group. Not Applicable Item 9. Notice of Dissolution of Group. Not Applicable Item 10. Certifications. BY KOCH ASSET MANAGEMENT, L.L.C. -------------------------------- By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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. BY DONALD LEIGH KOCH -------------------- 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. - -------------------- ----------------- CUSIP NO. 146875109 PAGE 8 of 9 PAGES - -------------------- ----------------- SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth on this statement is true, complete and correct. 2/15/00 ------------------------------------ Date /s/ Donald Leigh Koch ------------------------------------ Signature Donald Leigh Koch ------------------------------------ Name/Title KOCH ASSET MANAGEMENT, L.L.C. By: Donald Leigh Koch, Managing Member 2/15/00 ------------------------------------ Date /s/ Donald Leigh Koch ------------------------------------ Signature Donald Leigh Koch, Managing Member ------------------------------------ Name/Title - -------------------- ----------------- CUSIP NO. 146875109 PAGE 9 of 9 PAGES - -------------------- ----------------- EXHIBIT INDEX Exhibit 1 Joint Filing Agreement* - --------------------------- * previously filed -----END PRIVACY-ENHANCED MESSAGE-----