SmartFinancial, Inc.
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Common Stock, par value $1.00 per share
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83190L208
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January 25, 2017
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CUSIP No. 83190L208
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13G
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
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EJF Capital LLC
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(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
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Delaware
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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
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0
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6
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SHARED VOTING POWER
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431,659
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7
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SOLE DISPOSITIVE POWER
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0
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8
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SHARED DISPOSITIVE POWER
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431,659
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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431,659
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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5.4% (1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IA
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(1)
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Based on 8,020,726 shares of common stock, par value $1.00 per share ("Common Stock") outstanding, as reflected in the Issuer's January 24, 2017 Supplement to its January 9, 2017 Prospectus, as filed by the Issuer with the U.S. Securities and Exchange Commission ("SEC") on January 26, 2017 (indicating that the total amount of Common Stock outstanding after the Issuer's public offering, and the full exercise of the underwriters' over-allotment option, would be 8,020,726 shares), and the Issuer's Form 8-K dated January 30, 2017, as filed with the SEC on January 31, 2017 (indicating that the public offering had closed and the underwriters had fully exercised their option to purchase additional shares in the over-allotment).
|
CUSIP No. 83190L208
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
Emanuel J. Friedman
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|
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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
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United States
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
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|||
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|
||||
6
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SHARED VOTING POWER
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431,659
|
|
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|||
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|
||||
7
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SOLE DISPOSITIVE POWER
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0
|
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|||
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||||
8
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SHARED DISPOSITIVE POWER
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|
|
||
431,659
|
|
|
|||
|
|
||||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
431,659
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
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|||
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|
||||
11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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5.4% (1)
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||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1)
|
Based on 8,020,726 shares of Common Stock outstanding, as reflected in the Issuer's January 24, 2017 Supplement to its January 9, 2017 Prospectus, as filed by the Issuer with the SEC on January 26, 2017 (indicating that the total amount of Common Stock outstanding after the Issuer's public offering, and the full exercise of the underwriters' over-allotment option, would be 8,020,726 shares), and the Issuer's Form 8-K dated January 30, 2017, as filed with the SEC on January 31, 2017 (indicating that the public offering had closed and the underwriters had fully exercised their option to purchase additional shares in the over-allotment).
|
CUSIP No. 83190L208
|
13G
|
1
|
NAMES OF REPORTING PERSONS
|
|
|
||
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
|
|
|
|||
EJF Sidecar Fund, Series LLC – Series E
|
|
|
|||
|
|
||||
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 BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
5
|
SOLE VOTING POWER
|
|
|
|
0
|
|
|
|||
|
|
||||
6
|
SHARED VOTING POWER
|
|
|
||
431,659
|
|
|
|||
|
|
||||
7
|
SOLE DISPOSITIVE POWER
|
|
|
||
0
|
|
|
|||
|
|
||||
8
|
SHARED DISPOSITIVE POWER
|
|
|
||
431,659
|
|
|
|||
|
|
||||
9
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
|
|
||
431,659
|
|
|
|||
|
|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
|
|
|
||
☐
|
|
|
|||
|
|
||||
11
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
|
|
||
5.4% (1)
|
|
|
|||
|
|
||||
12
|
TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
|
|
|
||
OO
|
|
|
|||
|
|
(1)
|
Based on 8,020,726 shares of Common Stock outstanding, as reflected in the Issuer's January 24, 2017 Supplement to its January 9, 2017 Prospectus, as filed by the Issuer with the SEC on January 26, 2017 (indicating that the total amount of Common Stock outstanding after the Issuer's public offering, and the full exercise of the underwriters' over-allotment option, would be 8,020,726 shares), and the Issuer's Form 8-K dated January 30, 2017, as filed with the SEC on January 31, 2017 (indicating that the public offering had closed and the underwriters had fully exercised their option to purchase additional shares in the over-allotment).
|
(i)
|
EJF Capital LLC;
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(ii)
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Emanuel J. Friedman; and
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(iii)
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EJF Sidecar Fund, Series LLC – Series E.
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(a)
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Amount beneficially owned:
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See Item 9 of the attached cover pages.
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(b)
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Percent of class:
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See Item 11 of the attached cover pages.
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(c)
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Number of shares as to which such person has:
|
|
(i)
|
Sole power to vote or to direct the vote:
|
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See Item 5 of the attached cover pages.
|
||
(ii)
|
Shared power to vote or to direct the vote:
|
|
See Item 6 of the attached cover pages.
|
||
(iii)
|
Sole power to dispose or to direct the disposition:
|
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See Item 7 of the attached cover pages.
|
||
(iv)
|
Shared power to dispose or to direct the disposition:
|
|
See Item 8 of the attached cover pages.
|
EJF CAPITAL LLC | |||
|
By:
|
/s/ Neal J. Wilson | |
Name: Neal J. Wilson | |||
Title: Chief Operating Officer | |||
EMANUEL J. FRIEDMAN | |||
|
By:
|
/s/ Emanuel J. Friedman | |
Name: Emanuel J. Friedman | |||
EJF SIDECAR FUND, SERIES LLC – SERIES E
|
|||
By: | EJF CAPITAL LLC | ||
Its: |
Manager and Sole Member
|
||
|
By:
|
/s/ Neal J. Wilson | |
Name: Neal J. Wilson | |||
Title: Chief Operating Officer | |||
EJF CAPITAL LLC | |||
|
By:
|
/s/ Neal J. Wilson | |
Name: Neal J. Wilson | |||
Title: Chief Operating Officer | |||
EMANUEL J. FRIEDMAN | |||
|
By:
|
/s/ Emanuel J. Friedman | |
Name: Emanuel J. Friedman | |||
EJF SIDECAR FUND, SERIES LLC – SERIES E
|
|||
By: | EJF CAPITAL LLC | ||
Its: |
Manager and Sole Member
|
||
|
By:
|
/s/ Neal J. Wilson | |
Name: Neal J. Wilson | |||
Title: Chief Operating Officer | |||