0001144204-13-069660.txt : 20131231 0001144204-13-069660.hdr.sgml : 20131231 20131231120851 ACCESSION NUMBER: 0001144204-13-069660 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20131231 DATE AS OF CHANGE: 20131231 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: BKF CAPITAL GROUP INC CENTRAL INDEX KEY: 0000009235 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] IRS NUMBER: 360767530 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-30028 FILM NUMBER: 131304946 BUSINESS ADDRESS: STREET 1: 225 N.E. MIZNER BOULEVARD, SUITE 400 CITY: BOCA RATON STATE: FL ZIP: 33432 BUSINESS PHONE: 561 362-4199 MAIL ADDRESS: STREET 1: 225 N.E. MIZNER BOULEVARD, SUITE 400 CITY: BOCA RATON STATE: FL ZIP: 33432 FORMER COMPANY: FORMER CONFORMED NAME: BAKER FENTRESS & CO DATE OF NAME CHANGE: 19970829 FORMER COMPANY: FORMER CONFORMED NAME: BAKER FENTRESS & CO ET AL DATE OF NAME CHANGE: 19940714 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: BRONSON STEVEN N CENTRAL INDEX KEY: 0001000383 STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000] STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SC 13D/A 1 v364227_sc13da.htm FORM SC 13D/A

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13D

Under the Securities Exchange Act of 1934

 

(Amendment No. 18)

 

BKF Capital Group, Inc.

(Name of Issuer)

 

Common Stock, Par Value $1.00 par share

(Title of Class of Securities)

 

05548G 10 2

(CUSIP Number)

 

Steven N. Bronson

225 NE Mizner Boulevard, Suite 400

Boca Raton, Florida 33432

 

with a copy to:

 

James A. Prestiano, Esq.

631 Commack Road, Suite 2A

Commack, New York 11725

(631) 499-6000

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

 

December 26, 2013

(Date of Event which Requires Filing of This Statement)

 


 

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 Sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.

 

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Section 240.13d-7(b) for other parties to whom copies are to be sent.

 

(1) The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on 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 provisions of the Act (however, see the Notes).

 

(Continued on following pages)

 

 
 

  

CUSIP No. 05548G 10 2 SCHEDULE 13D

 

     
1. NAME OF REPORTING PERSONS
  I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
     
  Steven N. Bronson  
     
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) ¨
    (b) ¨
     
     
3. SEC USE ONLY  
     
     
     
4. SOURCE OF FUNDS (See Instructions)  
     
  PF  
     
5. CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
  PURSUANT TO ITEMS 2(d) OR 2(e) ¨
     
6. CITIZENSHIP OR PLACE OF ORGANIZATION  
     
  USA  

 

NUMBER OF 7. SOLE VOTING POWER
SHARES 4,290,895
BENEFICIALLY    
OWNED BY 8. SHARED VOTING POWER
EACH 0
REPORTING    
PERSON 9. SOLE DISPOSITIVE POWER
WITH 4,290,895
     
  10. SHARED DISPOSITIVE POWER
  0

 

11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
     
  4,290,895  
     
12. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
  (See Instructions) ¨
     
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (1l)
     
  57.4%  
     
14. TYPE OF REPORTING PERSON (See Instructions)  
     
  IN  

 

 
 

 

CUSIP No. 05548G 10 2 SCHEDULE 13D

 

Item 1. Security and Issuer.

 

Except as expressly restated and amended below, the Schedule 13D and amendments thereto, as filed on behalf of the reporting persons with respect to the common stock, $1.00 par value per share ("Common Stock") of BKF Capital Group, Inc., a Delaware corporation (the "Issuer"), remains in full force and effect. The Issuer's principal executive office is located at 225 NE Mizner Boulevard, Suite 400, Boca Raton, Florida 33432. The Issuer has previously reported that as of November 12, 2013, the Issuer had 7,471,593 shares of Common Stock issued and outstanding.

 

Item 2. Identity and Background.

 

(a-c) This Amendment No. 18 to Schedule 13D is filed on behalf of Steven N. Bronson. Mr. Bronson is the sole owner of Bronson & Co. LLC. Mr. Bronson maintains an office at 225 NE Mizner Boulevard, Suite 400, Boca Raton, Florida 33432. Mr. Bronson is the Chairman, President and Treasurer of the Issuer.

 

(d) The reporting persons have not, during the past five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

 

(e) The reporting persons have not, during the past five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction nor have they been nor are they now subject to a judgment, decree, or final order enjoining further 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. Bronson is a citizen of the United States of America.

 

Item 3. Source and Amount of Funds or Other Consideration.

 

On December 26, 2013, Mr. Bronson acquired, in an open market transaction, through his wholly owned company Bronson & Co. LLC, 17,614 shares of Common Stock at a purchase price of $1.1201 per share. On December 27, 2013, Mr. Bronson acquired, in an open market transaction, through his wholly owned company Bronson & Co. LLC, 4,600 shares of Common Stock at a purchase price of $1.11 per share. On December 30, 2013, Mr. Bronson acquired, in an open market transaction, through his wholly owned company Bronson & Co. LLC, 31,001 shares of Common Stock at a purchase price of $1.0766 per share.

 

Item 4. Purpose of Transaction.

 

Mr. Bronson acquired the securities of the Issuer for investment purposes and may make further purchases or sales of shares of Common Stock of the Issuer through open market or privately negotiated transactions or otherwise. If Mr. Bronson does undertake any of the above described possible actions, Mr. Bronson will, among other things, timely file an appropriate amendment to this Schedule 13D.

 

 
 

 

Item 5. Interest in Securities of the Issuer.

 

(a)(b) Steven N. Bronson beneficially owns 4,290,895 shares of the Issuer's Common Stock, representing approximately 57.4% of the total shares of Common Stock issued and outstanding. The shares of Common Stock are held as follows: (i) 4,169,065 shares in a joint account with Mr. Bronson's spouse and (ii) 123,830 in Bronson & Co., LLC, an entity wholly owned by Mr. Bronson. Mr. Bronson has sole voting and dispositive power with respect to the shares of Common Stock.

 

(c) The following open market transactions were effected by Mr. Bronson, during the past sixty (60) days:

 

   Buy/  Number   Price 
Trade Date  Sell  of Shares   Per Share 
            
12/23/13  Buy   17,989   $1.1201 
12/20/13  Buy   7,600   $1.1201 
12/19/13  Buy   20,012   $1.10 
12/12/13  Buy   23,014   $1.10 

 

(d) Other than Mr. Bronson's spouse, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of such securities of the Issuer.

 

(e) Not applicable.

 

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

 

None

 

Item 7. Material to be Filed as Exhibits.

 

None

 

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

Date: December 30, 2013

 

    Steven N. Bronson  
       
    /s/ Steven N. Bronson  

 

Attention. Intentional misstatements or omissions of fact constitute federal criminal violations (See 18 U.S.C. Section l001).