1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Capital Partners, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
332,816
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
332,816
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
332,816
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
3.56%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Capital Partners 100, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
42,023
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
42,023
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
42,023
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Select, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
325,525
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
325,525
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
325,525
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
3.48%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Select 100, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
42,884
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
42,884
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
42,884
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Capital Investors, Ltd.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
33,604
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
33,604
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
33,604
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Select Master Fund, Ltd.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
Cayman Islands
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
43,786
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
43,786
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
43,786
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
Less than 1%
|
|
12.
|
TYPE OF REPORTING PERSON
|
CO
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Corsair Capital Management, L.P.
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(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
|
820,638
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
820,638
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
820,638
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
8.78%
|
|
12.
|
TYPE OF REPORTING PERSON
|
IA, PN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Jay R. Petschek
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
820,638
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
820,638
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
820,638
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
8.78%
|
|
12.
|
TYPE OF REPORTING PERSON
|
IN
|
1.
|
NAMES OF REPORTING PERSONS
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) |
Steven Major
|
|
2.
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) [x]
|
|
(b) [ ]
|
|
3.
|
SEC USE ONLY
|
4.
|
CITIZENSHIP OR PLACE OF ORGANIZATION
|
United States
|
|
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
|
|
5.
|
SOLE VOTING POWER
|
0
|
|
6.
|
SHARED VOTING POWER
|
820,638
|
|
7.
|
SOLE DISPOSITIVE POWER
|
0
|
|
8.
|
SHARED DISPOSITIVE POWER
|
820,638
|
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
|
820,638
|
|
10.
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN SHARES [ ] |
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
|
8.78%
|
|
12.
|
TYPE OF REPORTING PERSON
|
IN
|
(a) |
Name of Issuer:
|
(b) |
Address of Issuer’s Principal Executive Offices:
|
(a) |
Name of Person Filing
|
•
|
Corsair Capital Partners, L.P. (“Corsair Capital”)
|
•
|
Corsair Capital Partners 100, L.P. (“Corsair 100”)
|
•
|
Corsair Select L.P. (“Corsair Select”)
|
•
|
Corsair Select 100 L.P. (“Select 100”)
|
•
|
Corsair Capital Investors, Ltd (“Corsair Investors”)
|
•
|
Corsair Select Master Fund, Ltd. (“Select Master”)
|
•
|
Corsair Capital Management, L.P. (“Corsair Management”)
|
•
|
Jay R. Petschek (“Mr. Petschek”) and
|
•
|
Steven Major (“Mr. Major”)
|
(b) |
Address of the Principal Office or, if none, residence
|
(c) |
Citizenship
|
(d) |
Title of Class of Securities
|
(e) |
CUSIP Number
|
Item 3. |
If this statement is filed pursuant to 13d-1(b) or 13d-2(b) or (c), check whether the person filing is a:
|
Item 4. |
Ownership.
|
(a) |
Amount beneficially owned: Collectively, the Reporting Persons beneficially own 820,638 shares of Common Stock.
|
•
|
Corsair Capital individually owns 332,816 shares of Common Stock.
|
•
|
Corsair 100 individually owns 42,023 shares of Common Stock.
|
•
|
Corsair Select individually owns 325,525 shares of Common Stock.
|
•
|
Select 100 individually owns 42,884 shares of Common Stock.
|
•
|
Corsair Investors individually owns 33,604 shares of Common Stock.
|
•
|
Select Master individually owns 43,786 shares of Common Stock.
|
•
|
Corsair Management, as the investment manager of each of Corsair Capital, Corsair 100, Corsair Select, Select 100, Corsair Investors and Select Master is deemed to beneficially own 820,638 shares of
Common Stock.
|
•
|
Mr. Petschek, as a controlling person of Corsair Management, is deemed to individually beneficially own 820,638 shares of Common Stock.
|
•
|
Mr. Major, as a controlling person of Corsair Management, is deemed to individually beneficially own 820,638 shares of Common Stock.
|
(b) |
Percent of class: Collectively, the Reporting Persons beneficially own 820,638 shares of Common Stock, representing 8.78% of all of the outstanding shares of Common Stock based on the 9,350,709 outstanding shares of Common Stock
as reported on the Issuer’s Form S-3 filed on December 6, 2019.
|
(c) |
Number of shares as to which the person has:
|
(i) |
Sole power to vote or to direct the vote shares of Common Stock
|
(ii) |
Shared power to vote or to direct the vote.
|
(iii) |
Sole power to dispose or to direct the disposition of shares of Common Stock
|
(iv) |
Shared power to dispose or to direct the disposition of:
|
Item 5. |
Ownership of Five Percent or Less of a Class.
|
Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.
|
Item 8. |
Identification and Classification of Members of the Group.
|
Item 9. |
Notice of Dissolution of Group.
|
Item 10. |
Certification.
|
CORSAIR CAPITAL PARTNERS, L.P.
|
|||
By: Corsair Capital Advisors, L.L.C., General Partner
|
|||
By:
|
/s/ Jay R. Petschek
|
||
Jay R. Petschek
|
|||
Managing Member
|
|||
CORSAIR CAPITAL PARTNERS 100, L.P.
|
|||
By: Corsair Capital Advisors, L.L.C., General Partner
|
|||
By:
|
/s/ Jay R. Petschek
|
||
Jay R. Petschek
|
|||
Managing Member
|
|||
CORSAIR SELECT, L.P.
|
|||
By: Corsair Select Advisors, L.L.C., General Partner
|
|||
By:
|
/s/ Jay R. Petschek
|
||
Jay R. Petschek
|
|||
Managing Member
|
|||
CORSAIR SELECT 100, L.P.
|
|||
By: Corsair Select Advisors, L.L.C., General Partner
|
|||
By:
|
/s/ Jay R. Petschek
|
||
Jay R. Petschek
|
|||
Managing Member
|
|||
CORSAIR CAPITAL INVESTORS, LTD.
|
|||
By: Corsair Capital Management, L.P., Attorney-in-Fact
|
|||
By: Corsair Capital Management GP, L.L.C., General Partner
|
|||
By:
|
/s/ Jay R. Petschek
|
||
Jay R. Petschek
|
|||
Managing Member
|
|||
CORSAIR SELECT MASTER FUND, LTD.
|
|||
By: Corsair Capital Management, L.P., Attorney-in-Fact
|
|||
By: Corsair Capital Management GP, L.L.C., General Partner
|
|||
By:
|
/s/ Jay R. Petschek
|
||
Jay R. Petschek
|
|||
Managing Member
|
|||
CORSAIR CAPITAL MANAGEMENT, L.P.
|
|||
By: Corsair Capital Management GP, L.L.C., General Partner
|
|||
By:
|
/s/ Jay R. Petschek
|
||
Jay R. Petschek
|
|||
Managing Member
|
|||
/s/ Jay R. Petschek
|
|||
/s/ Jay R. Petschek
|
|||
/s/ Steven Major
|
|||
/s/ Steven Major
|
|||