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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Pvf Capital Corp. (MM) | NASDAQ:PVFC | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 4.17 | 0 | 01:00:00 |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. 1)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.ss. 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ?.
JOHN R. MALE
(a) /_/
(b) /_/
PF, OO
NUMBER OF 7 SOLE VOTING POWER 515,635 (1) SHARES BENEFICIALLY ------------------------------------------------------- OWNED BY EACH 8 SHARED VOTING POWER 11,237 REPORTING PERSON ------------------------------------------------------- WITH |
9 SOLE DISPOSITIVE POWER 479,197
(1) Includes 414,424 shares owned by trusts of which Mr. Male is the trustee,
51,253 shares in Mr. Male's IRA account, 36,438 shares held in Mr. Male's
account under the Park View Federal Savings Bank 401(k) Plan and 13,520
shares subject to options exercisable in 60 days.
(2) Based on 7,773,823 shares of common stock outstanding as of June 30, 2009
and includes 13,520 shares subject to options exercisable in 60 days.
EXPLANATORY NOTE
The Amendment No. 1 to Schedule 13D is being filed to report the distribution of shares of PVF Capital Corp., an Ohio corporation (the "Company"), from a family limited partnership (the "FLP"), of which John R. Male was the sole general partner, to the limited partners thereof, upon the dissolution of such family limited partnership on August 13, 2008.
This Amendment No. 1 to Schedule 13D relates to shares of common stock, par value $0.01 per share, of the Company, whose principal executive offices are at 30000 Aurora Road, Solon, Ohio 44139.
(a) This Schedule 13D is being filed by John R. Male.
(b) Mr. Male's business address is 30000 Aurora Road, Solon, Ohio 44139.
(c) Mr. Male is a director of the Company and its wholly owned subsidiary, Park View Federal Savings Bank ("the Bank"). The Company's and the Bank's address is set forth in Item 2(b) herein.
(d) Mr. Male has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) during the last five years.
(e) Mr. Male has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction nor as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f) Mr. Male is a United States citizen.
Except as set forth below, all of Mr. Male's purchases of Company common stock have been made with his personal funds or, in the case of shares acquired upon the exercise of options, shares of the Issuer's common stock. The amounts shown include 414,424 shares owned by trusts of which Mr. Male is trustee. Mr. Male did not fund the acquisition of shares by such trusts. As trustee of the trusts, Mr. Male has sole voting and dispositive power over such shares and thus may be deemed to beneficially own the shares owned by those entities. In addition, Mr. Male acquired 29,530 shares purchased by the FLP with partnership funds. Such shares were distributed to Mr. Male upon the dissolution of the FLP, and Mr. Male contributed such shares to his revocable trust.
The shares covered by this amended Schedule 13D are being held for investment purposes. Mr. Male may, from time to time, acquire additional securities of the Company using personal funds through a broker, through the Bank's 401(k) Plan and/or privately negotiated transactions or may exercise Company stock options. He also may make gifts of Company common stock.
Except as described above and in his capacity as a director of the Company and the Bank, Mr. Male does not have any present plans or proposals that relate to or would result in:
(a) the acquisition by any person of additional securities of the Company, or the disposition of securities of the Company;
(b) an extraordinary corporate transaction, such as a merger, reorganization or liquidation involving the Company or any of its subsidiaries;
(c) a sale or transfer of a material amount of assets of the Company or any of its subsidiaries;
(d) any change in the present board of directors or management of the Company, including any plans or proposals to change the number or term of directors or to fill any existing vacancies on the board;
(e) any material change in the present capitalization or dividend policy of the Company;
(f) any other material change in the Company's business or corporate structure;
(g) changes in the Company's charter, bylaws or instruments corresponding thereto or other actions which may impede the acquisition of control of the Company by any person;
(h) causing a class of securities of the Company to be delisted from a national securities exchange or to cease to be authorized to be quoted in an inter-dealer quotation system of a registered national securities association;
(i) a class of equity securities of the Company becoming eligible for termination of registration pursuant to Section 12(g)(4) of the Act; or
(j) any action similar to any of those enumerated above.
(a) Mr. Male beneficially owns 526,872 shares, representing 6.77% of the shares of the Company's common stock deemed outstanding for such purpose. In accordance with Rule 13d-3 of the Exchange Act, the beneficially owned shares
and the percentage of shares outstanding assume the issuance of 13,520 shares that Mr. Male may acquire within the next 60 days pursuant to exercisable options. In addition, the amount of shares beneficially owned by Mr. Male includes 11,237 shares owned by Mr. Male's wife, as to which shares Mr. Male may be deemed to have beneficial ownership.
(b) Mr. Male has sole voting and dispositive power over 515,635 shares, which includes 414,424 shares owned by trusts of which Mr. Male is the sole trustee, 51,253 shares owned by Mr. Male in an IRA account and 13,520 shares subject to options exercisable within 60 days.
Mr. Male has shared voting and dispositive power over 11,237 shares owned by Mr. Male's wife. Mr. Male's wife, Gail Male, resides at 8885 Antelope Run, Russell Township, Ohio 44072. She is not employed. She has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) during the last five years. She has not, during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction nor as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. She is a United States citizen.
Mr. Male has sole voting and shared dispositive power over 36,438 shares in his account under the Bank's 401(k) Plan.
(c) Mr. Male has effected the following transactions in the common stock of the Company since August 13, 2008:
Date Type of Transaction Number of Shares Price Per Share ---- ------------------- ---------------- --------------- 8/13/2008 Dissolution of FLP (119,625) (1) N/A 8/13/2008 Distribution of shares 29,530 (1) N/A from FLP 11/1/2008 Expiration of exercisable (5,082) N/A stock options 11/3/2008 Stock option grant (2) 6,700 N/A |
(d) Not applicable.
(e) Not applicable.
There are no contracts, arrangements, understandings or relationships between Mr. Male and any person with respect to any securities of the Company's common stock.
None.
SIGNATURE
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.
July 14, 2009 By: /s/ John R. Male ------------------------- John R. Male |
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