SC 13D/A 1 ds.txt HBRF2009DEC DOCUMENT TYPE SC 13D/A 1 g13pksb.txt DESCRIPTION 13D/A TEXT SUBMISSION: TYPE: SC 13D/A FILING DATE: 20091222 COMPANY DATA: CONFORMED NAME: North Star Investment Management Corp. CIK: 0001342857 CCC: kampf53# IRS NUMBER: 36-4467498 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A ACT: 34 SUBMISSION CONTACT: NAME: . Peter G. Contos II PHONE: 312-580-1056 BUSINESS ADDRESS: STREET1: 20 N. Wacker Drive, Suite 1416 CITY: Chicago STATE: IL ZIP: 60606 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 HIGHBURY FINANCIAL, INC. (Name of Issuer) Common Stock (Title of Class of Securities) 42982Y109 (CUSIP NUMBER) 0001335249 (CENTRAL INDEX KEY) DELAWARE (STATE OF INCORPORATION) DECEMBER 31 (FISCAL YEAR END) 6282 INVESTMENT ADVICE (STANDARD INDUSTRIAL CLASSIFICATION) 20-3187008 (IRS NUMBER) December 22, 2009 (Date of Event Which Require Filing of This Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box [ ] 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 provision of the Act (however, see the Notes). CUSIP NO. 42982Y109 SCHEDULE 13D/A 1. NAME OF REPORTING PERSON & I.R.S. IDENTIFICATION NO. NORTH STAR INVESTMENT MANAGEMENT CORP. I.R.S. 36-4467498 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) [ ] N/A (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 OF PLACE OR ORGANIZATION DELAWARE NUMBER OF 7. SOLE VOTING POWER 686,450 SHARES BENEFICIALLY 8. SHARED VOTING POWER 0 OWNED BY EACH 9. SOLE DISPOSITIVE POWER 686,450 REPORTING PERSON WITH 10. SHARED DISPOSITIVE POWER 0 11. AGGREGATE AMOUNT BENEFICALLY OWNED BY EACH REPORTING PERSON 686,450 12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* [ ] 13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 4.6% 14. TYPE OF REPORTING PERSON* IA ITEM 1. SECURITY and ISSURER This statement relates to the Common Stock of Highbury Financial, Inc. (Highbury), a Delaware corporation which has its principal executive offices at 999 Eighteenth Street, Suite 3000, Denver Colorado 80202. ITEM 2 IDENTITY and BACKGROUND This statement is being jointly filed by the following persons (Reporting Persons): North Star Investment Management Corporation (NSIMC) A Delaware Gorporation primarily engaged in Investment Advisory Services. NSIMC is affilliated with KGSVF, NSOF and NSISI. KUBY GOTTLIEB SPECIAL VALUE FUND LP (KGSVF) An Illinois Limited Partnership. NSIMC offers advise with respect to the purchase of interests of the KGSVF, which invests primarily in micro-cap value securities. KGSVF is affiliated with NSIMC, NSOF and NSISI. NORTH STAR OPPORTUNITY FUND LP (NSOF) An Illinois Limited Partnership. NSIMC offers advise with respect to the purchase on interests of the NSOF, which invests in a broad range of securities. NSOF is affiliated with NSIMC, KGSVF and NSISI. NORTH STAR INVESTMENT SERVICES, INC. (NSISI), A Michigan Corporation. An Introducing Broker Dealer conducting securities transactions for NSIMC, KGSVF, and NSOF. NSISI is affiliated with NSIMC, KGSVF and NSOF. During the past five years, none of the Reporting Persons have been (i) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgement, decree or final order enjoning future violations of, or prohibiting or mandating activities subject to, federal or state securities laws, or finding any violation with respect to such laws. ITEM 3 SOURCE and AMOUNT of FUNDS or Other Considerations NSIMC used funds (Working Capital) from KGSVF and NSOF and other advisory accounts, to purchase Highbury Common Stock. ITEM 4 PURPOSE OF TRANSACTION The Reporting Persons acquired beneficial ownership of the shares of Highbury Common Stock reported herein as part of their investment activities because the shares are viewed as an attractive investment. The Reporting Persons intend to review and consider their investment in Highbury Common Stock and may, from time to time, depending on their evaluation of the business, or other such considerations as they may deem relevant, determine to increase, decrease, or dispose of their holdings of Highbury Common Stock. Shares of Highbury have been sold by North Star Investment Management Corporation on December 21, 2009. These transactions have reduced NSIMC beneficial ownership below 5 percent of the shares outstanding. As part of such review and evaluation, the Reporting Persons may hold discussion with Highbury's management and directors, other shareholders, and other interested parties. ITEM 5 INTERESTS in SECURITIES of the ISSURER NSIMC has sole dispositive power over 686,450 shares. Ths information concerning percentages of ownership set forth below is based on 15,039,244 shares of Highburys Common Stock reported outstanding as of October 8, 2009 in Highbury's Form 8-k. No other person is known to any Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of any the shares of Common Stock reported herein. ITEM 6 CONTRACTS. ARRANGEMENTS, UNDERSTANDINGS or RELATIONSHIPS with RESPECT to SECURITIES of the ISSURER There are no contracts, arrangements, understandings or relationships (legal or otherwise) between or among any of the Reporting Persons - other than the governing documents of NSIMC, KGSVF, NSOF, NSISI - nor between or among any other person with respect to any securities of Highbury. 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. Dated: December 22, 2009 NORTH STAR INVESTMENT MANAGEMENT CORP. By: /S/ PETER D. GOTTLIEB ---------------------------------- PETER D. GOTTLIEB, President & CEO By: /S/ PETER G. CONTOS II ---------------------------------- PETER G. CONTOS II TEXT DOCUMENT