Rhinebeck Bancorp, Inc.
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Common Stock, $0.01 per share
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762093102
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December 31, 2022
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CUSIP No. 762093102
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13G
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1
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NAMES OF REPORTING PERSONS
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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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401,177
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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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401,177
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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401,177
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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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3.6% (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 11,284,565 shares of common stock, $0.01 par value per share (“Common Stock”) outstanding as of December 31, 2022, as reflected in the Form 8-K filed by the Issuer with the U.S. Securities and Exchange Commission (“SEC”) on January 26, 2023.
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CUSIP No. 76209302
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13G
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1
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NAMES OF REPORTING PERSONS
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Emanuel J. Friedman
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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||||
(a)☐
|
|||||
(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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United States
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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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401,177
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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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401,177
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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401,177
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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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3.6% (1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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IN
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(1)
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Based on 11,284,565 shares of Common Stock outstanding as of December 31, 2022, as reflected in the Form 8-K filed by the Issuer with the SEC on
January 26, 2023.
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CUSIP No. 762093102
|
13G
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1
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NAMES OF REPORTING PERSONS
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EJF Sidecar Fund, Series LLC - Small Financial Equities Series
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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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401,177
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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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||
401,177
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|||
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|
||||
9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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|
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401,177
|
|
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|||
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|
||||
10
|
CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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||
☐
|
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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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3.6% (1)
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|||
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||||
12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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OO
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(1)
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Based on 11,284,565 shares of Common Stock outstanding as of December 31, 2022, as reflected in the Form 8-K filed by the Issuer with the SEC on January
26, 2023.
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Item 1. (a)
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Name of Issuer
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Rhinebeck Bancorp, Inc.
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Item 1. (b)
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Address of Issuer’s Principal Executive Offices
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2 Jefferson Plaza
Poughkeepsie, New York 12601
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Item 2. (a)
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Name of Person Filing
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(i)
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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 – Small Financial Equities Series (“EJF Sidecar Series SFE”).
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Item 2. (b)
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Address of Principal Business Office or, if None, Residence
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The address of the principal business office of each Reporting Person is:
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2107 Wilson Boulevard
Suite 410
Arlington, VA 22201
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Item 2. (c)
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Citizenship
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See Item 4 of the attached cover pages.
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Item 2. (d)
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Title of Class of Securities
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Common stock, $0.01 par value per share (“Common Stock”)
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Item 2. (e)
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CUSIP Number
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762093102
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Item 3.
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If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
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Not Applicable.
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Item 4.
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Ownership
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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:
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(i)
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Sole power to vote or to direct the vote:
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See Item 5 of the attached cover pages.
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(ii)
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Shared power to vote or to direct the vote:
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See Item 6 of the attached cover pages.
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(iii)
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Sole power to dispose or to direct the disposition:
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See Item 7 of the attached cover pages.
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(iv)
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Shared power to dispose or to direct the disposition:
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See Item 8 of the attached cover pages.
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Item 5.
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Ownership of Five Percent or Less of a Class
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If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owner of more than
five percent of the class of securities, check the following [X].
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person
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Not Applicable.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company
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Not Applicable.
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Item 8.
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Identification and Classification of Members of the Group
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Not Applicable.
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Item 9.
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Notice of Dissolution of Group
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Not Applicable.
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Item 10.
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Certification
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EJF CAPITAL LLC
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|||
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By:
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/s/ David Bell
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Name:
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David Bell
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Title:
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General Counsel
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EMANUEL J. FRIEDMAN
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By:
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/s/ Emanuel J. Friedman
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Name:
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Emanuel J. Friedman
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EJF SIDECAR FUND, SERIES LLC - SMALL FINANCIAL EQUITIES SERTIES
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|||
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By:
Its:
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EJF CAPITAL LLC
Managing Member
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||
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By:
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/s/ David Bell
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||
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Name:
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David Bell
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||
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Title:
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General Counsel
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EJF CAPITAL LLC
|
|||
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By:
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/s/ David Bell
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||
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Name:
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David Bell
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||
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Title:
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General Counsel
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||
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EMANUEL J. FRIEDMAN
|
|||
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By:
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/s/ Emanuel J. Friedman
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Name:
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Emanuel J. Friedman
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||
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EJF SIDECAR FUND, SERIES LLC - SMALL FINANCIAL EQUITIES SERIES
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|||
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By:
Its:
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EJF CAPITAL LLC
Managing Member
|
||
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By:
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/s/ David Bell
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Name:
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David Bell
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Title:
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General Counsel
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