SEVERN BANCORP, INC.
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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81811M100
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(CUSIP Number)
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December 31, 2018
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(Date of Event Which Requires Filing of this Statement)
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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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Alan J. Hyatt
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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)☒*
* This Reporting Person is part of a “Control Group” as previously determined
by the former Office of Thrift Supervision but does not affirm the existence of such a group.
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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 of America
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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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340,460 1 2 3 6 7
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6
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SHARED VOTING POWER
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2,365,754 4 5 9
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7
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SOLE DISPOSITIVE POWER
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183,241 1 2 6
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8
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SHARED DISPOSITIVE POWER
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2,365,754 4 5 9
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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2,706,214
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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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None
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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21.2% 8
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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 |
Includes 131,269 shares owned by Alan J. Hyatt
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2 |
Mr. Hyatt controls 15,972 shares as custodian for his children.
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3 |
Includes 144,969 shares allocated to Mr. Hyatt as a participant in the Company’s Employee Stock Ownership Plan (“ESOP”), with respect to which Mr. Hyatt can direct the
voting of such shares.
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4 |
Includes 2,000 shares held by the ESOP, for which Mr. Hyatt is a co-trustee, which were not allocated to the accounts of participants as of December 31, 2018.
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5 |
Includes 1,376,564 shares jointly owned by Mr. Hyatt and his wife.
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6 |
Includes 36,000 issuable upon exercise of options exercisable within 60 days of December 31, 2018.
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7 |
Includes 12,250 shares held by a company of which Mr. Hyatt is a general partner.
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8 |
Based on 12,759,576 shares outstanding as of December 31, 2018 and 36,000 shares that would be outstanding upon exercise of options.
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9 |
Includes 987,190 shares held in the Estate of Frances G. Hyatt for which Mr. Hyatt is co-personal representative.
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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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Sharon G. Hyatt
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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)☒*
* This Reporting Person is part of a “Control Group” as previously determined
by the former Office of Thrift Supervision but does not affirm the existence of such a group.
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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 of America
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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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7,738
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6
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SHARED VOTING POWER
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1,376,564 1
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7
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SOLE DISPOSITIVE POWER
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7,738
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8
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SHARED DISPOSITIVE POWER
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1,376,564 1
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,384,302
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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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None
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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10.8% 2
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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 |
These shares are jointly owned by Sharon G. Hyatt and her husband.
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2 |
Based on 12,759,576 shares outstanding as of December 31, 2018.
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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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Estate of Frances G. Hyatt
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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)☒*
* This Reporting Person is part of a “Control Group” as previously determined
by the former Office of Thrift Supervision but does not affirm the existence of such a group.
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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 of America
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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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987,190
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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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987,190
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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987,190
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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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None
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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7.7%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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00
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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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Jo Ann Hyatt Modlin
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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)☒*
* This Reporting Person is part of a “Control Group” as previously determined
by the former Office of Thrift Supervision but does not affirm the existence of such a group.
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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 of America
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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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15,737 1 2
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6
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SHARED VOTING POWER
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1,077,904 3 4
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7
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SOLE DISPOSITIVE POWER
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15,737 1 2
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8
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SHARED DISPOSITIVE POWER
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1,077,904 3 4
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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1,093,641
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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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None
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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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8.6% 5
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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 |
Mrs. Modlin controls 14,520 shares as Custodian for her children.
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2 |
Includes 1,217 shares allocated to Mrs. Modlin as a participant in the company’s Employee Stock Ownership Plan.
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3 |
Includes 987,190 shares held in the Estate of Frances G. Hyatt for which Mrs. Modlin is co-personal representative.
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4 |
Includes 90,714 shares jointly owned by Mrs. Modlin and her husband.
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5 |
Based on 12,759,576 shares outstanding as of December 31, 2018.
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Item 1. | (a) | Severn Bancorp, Inc. |
(b) |
200 Westgate Circle, Suite 200, Annapolis, Maryland 21401
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Item 2. | (a) | Alan J. Hyatt and Sharon G.Hyatt. The Hyatts are husband and wife. |
(b) |
200 Westgate Circle, Suite 200, Annapolis, Maryland 21401
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(c) |
United States of America
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(d) |
Common Stock
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(e) |
81811M100
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Item 3. |
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check
whether the person filing is a: Not Applicable
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Item 4. |
Ownership
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By Alan J. Hyatt
(a) 2,706,214
(b) 21.2%
(c) (i) 340,460
(ii) 2,365,754
(iii) 183,241
(iv) 2,365,754
For more information, see the responses to 5, 6, 7, 8, 9, and 11 on page 2.
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By Sharon G. Hyatt
(a) 1,384,302
(b) 10.8%
(c) (i) 7,738
(ii) 1,376,564
(iii) 7,738
(iv) 1,376,564
For more information, see the responses to 5, 6, 7, 8, 9, and 11 on page 3.
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By Estate of Frances G. Hyatt
(a) 987,190
(b) 7.7%
(c) (i) 0
(ii) 987,190
(iii) 0
(iv) 987,190
For more information, see the responses to 5, 6, 7, 8, 9, and 11 on page 4.
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By Jo Ann Hyatt Modlin
(a) 1,001,700
(b) 7.9%
(c) (i) 15,737
(ii) 1,077,904
(iii) 15,737
(iv) 1,077,904
For more information, see the responses to 5, 6, 7, 8, 9, and 11 on page 5.
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Item 5. |
Ownership of Five Percent or Less of a Class
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Item 6. |
Ownership of More than Five Percent on Behalf of Another Person.
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Item 7. |
Identification and Classification of the Subsidiary, Which Acquired the Security Being Reported on By the Parent Holding company or Control Person.
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Item 8. |
Identification and Classification of Members of the Group
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Item 9. |
Notice of Dissolution of Group
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Item 10. |
Certification
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February 14, 2019
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Date
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/s/ Alan J. Hyatt
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Alan J. Hyatt
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/s/ Sharon G. Hyatt
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Sharon G. Hyatt
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/s/ Jo Ann Hyatt Modlin
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Jo Ann Hyatt Modlin
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/s/ Estate of Frances G. Hyatt
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Estate of Frances G. Hyatt
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Dated: February 14, 2019
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/s/ Alan J. Hyatt
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Alan J. Hyatt
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/s/ Sharon G. Hyatt
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Sharon G. Hyatt
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/s/ Jo Ann Hyatt Modlin
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Jo Ann Hyatt Modlin
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/s/ Estate of Frances G. Hyatt
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Estate of Frances G. Hyatt
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