-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JeR735/vTQwhuufCuVukZZ0FY2m4SnVYjb7e53uKlz/WikmuhUc5v4IDKNiR/B7u js0nuAH38fJh9t8Tu8uiDA== 0000892917-09-000099.txt : 20090318 0000892917-09-000099.hdr.sgml : 20090318 20090318154918 ACCESSION NUMBER: 0000892917-09-000099 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20090318 DATE AS OF CHANGE: 20090318 GROUP MEMBERS: JOSEPH STILWELL GROUP MEMBERS: STILWELL ASSOCIATES, L.P. GROUP MEMBERS: STILWELL VALUE LLC GROUP MEMBERS: STILWELL VALUE PARTNERS II, L.P. FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STILWELL JOSEPH CENTRAL INDEX KEY: 0001113303 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: 26 BROADWAY 23RD FLOOR CITY: NEW YORK STATE: NY ZIP: 10004 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: GS FINANCIAL CORP CENTRAL INDEX KEY: 0001029630 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 721341014 STATE OF INCORPORATION: LA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52711 FILM NUMBER: 09691002 BUSINESS ADDRESS: STREET 1: 3798 VETERANS MEMORIAL BLVD STREET 2: SECOND FLOOR CITY: METAIRIE STATE: LA ZIP: 70002 BUSINESS PHONE: 5044576220 MAIL ADDRESS: STREET 1: 3798 VETERANS MEMORIAL BLVD STREET 2: SECOND FLOOR CITY: METAIRIE STATE: LA ZIP: 70002 SC 13G/A 1 stilgsfc13g031809am1.htm AMENDMENT NO. 1

CUSIP No. 362274102

SCHEDULE 13G

Page 1 of 9

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 1)

GS FINANCIAL CORP.

(Name of Issuer)

 

Common Stock, par value $0.01 per share

(Title of Class of Securities)

 

362274102

(CUSIP Number)

 

March 18, 2009

(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this schedule is filed:

 

o Rule 13d-1(b)

x Rule 13d-1(c)

o Rule 13d-1(d)

 

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 provisions of the Act (however, see the Notes).

 

 

 


CUSIP No. 362274102

SCHEDULE 13G

Page 2 of 9

 

1.

Names of Reporting Persons.

Stilwell Associates, L.P.

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a) x

(b)

3.

SEC Use Only ...........................................................................................................................

4.

Citizenship or Place of Organization:

Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

 

5. Sole Voting Power: 0

6. Shared Voting Power: 83,412

7. Sole Dispositive Power: 0

8. Shared Dispositive Power: 83,412

9.

Aggregate Amount Beneficially Owned by Each Reporting Person: 83,412

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

11.

Percent of Class Represented by Amount in Row (9): 6.5%

12.

Type of Reporting Person (See Instructions)

PN

 

 

 

 


CUSIP No. 362274102

SCHEDULE 13G

Page 3 of 9

 

1.

Names of Reporting Persons.

Stilwell Value Partners II, L.P.

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a) x

(b)

3.

SEC Use Only ...........................................................................................................................

4.

Citizenship or Place of Organization:

Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

 

5. Sole Voting Power: 0

6. Shared Voting Power: 83,412

7. Sole Dispositive Power: 0

8. Shared Dispositive Power: 83,412

9.

Aggregate Amount Beneficially Owned by Each Reporting Person: 83,412

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

11.

Percent of Class Represented by Amount in Row (9): 6.5%

12.

Type of Reporting Person (See Instructions)

PN

 

 

 

 


CUSIP No. 362274102

SCHEDULE 13G

Page 4 of 9

 

1.

Names of Reporting Persons.

Stilwell Value LLC

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a) x

(b)

3.

SEC Use Only ...........................................................................................................................

4.

Citizenship or Place of Organization:

Delaware

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

 

5. Sole Voting Power: 0

6. Shared Voting Power: 83,412

7. Sole Dispositive Power: 0

8. Shared Dispositive Power: 83,412

9.

Aggregate Amount Beneficially Owned by Each Reporting Person: 83,412

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

11.

Percent of Class Represented by Amount in Row (9): 6.5%

12.

Type of Reporting Person (See Instructions)

OO

 

 

 

 


CUSIP No. 362274102

SCHEDULE 13G

Page 5 of 9

 

1.

Names of Reporting Persons.

Joseph Stilwell

2.

Check the Appropriate Box if a Member of a Group (See Instructions)

(a) x

(b)

3.

SEC Use Only ...........................................................................................................................

4.

Citizenship or Place of Organization:

United States

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

 

5. Sole Voting Power: 0

6. Shared Voting Power: 83,412

7. Sole Dispositive Power: 0

8. Shared Dispositive Power: 83,412

9.

Aggregate Amount Beneficially Owned by Each Reporting Person: 83,412

10.

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) o

11.

Percent of Class Represented by Amount in Row (9): 6.5%

12.

Type of Reporting Person (See Instructions)

IN

 

 

 

 


CUSIP No. 362274102

SCHEDULE 13G

Page 6 of 9

 

ITEM 1.  

(a) Name of Issuer: GS Financial Corp.

 

(b) Address of Issuer’s Principal Executive Offices: 3798 Veterans Blvd., Metairie, Louisiana 70002

 

ITEM 2.  

(a) Name of persons filing: This statement is filed by Joseph Stilwell, with respect to the shares of Common Stock described below beneficially owned by Mr. Stilwell, including shares of Common Stock held in the names of Stilwell Associates, L.P., and Stilwell Value Partners II, L.P., in Mr. Stilwell's capacity as the managing and sole member of Stilwell Value LLC, which is the general partner of Stilwell Associates, L.P., and Stilwell Value Partners II, L.P. (“Reporting Persons”).

(b) Address of Principal Business Office: The business address of the Reporting Persons is 26 Broadway, 23rd Floor, New York, New York 10004.

(c) Citizenship: Joseph Stilwell is a citizen of the United States. Stilwell Associates, L.P., and Stilwell Value Partners II, L.P., are organized under the laws of Delaware as limited liability partnerships. Stilwell Value LLC is organized under the laws of Delaware as a limited liability company.

 

(d) Title of Class of Securities: Common Stock, par value $0.01 per share

 

(e) CUSIP Number: 362274102

 

ITEM 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a(n):

 

NOT APPLICABLE

 

(a) o Broker or Dealer registered under Section 15 of the Act (15 U.S.C.78o)

 

(b) o Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c)

 

(c) o Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c)

 

(d) o Investment Company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8)

 

(e) o An investment advisor in accordance with Section 240.13d-1(b)(1)(ii)(E)

 

 

 


CUSIP No. 362274102

SCHEDULE 13G

Page 7 of 9

 

(f) o Employee Benefit Plan, or endowment fund in accordance with Section 240.13d-1(b)(1)(ii)(F)

 

(g) o Parent Holding Company, in accordance with Section 240.13d-1(b)(ii)(G)

 

(h) o A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813)

 

(i) o A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3)

 

(j) o Group, in accordance with Section 240.13d-1(b)(1)(ii)(J)

 

ITEM 4. Ownership.

(a) Amount beneficially owned: As of the date of this filing, (i) Stilwell Associates, L.P., directly or indirectly beneficially owns 83,412 shares of Common Stock, (ii) Stilwell Value Partners II, L.P., does not directly or indirectly beneficially own any shares of Common Stock, and (iii) Joseph Stilwell and Stilwell Value LLC, in Mr. Stilwell’s role as managing and sole member of Stilwell Value LLC which is the general partner of Stilwell Associates, L.P., may be deemed to beneficially own indirectly the shares of Common Stock beneficially owned directly or indirectly by Stilwell Associates, L.P.

(b) Percent of Class: The shares of Common Stock beneficially owned by the Reporting Persons constitute approximately 6.5% of the 1,278,466 issued and outstanding shares of Common Stock as of November 14, 2008, as reported in the Form 10-Q filed by the Issuer with the Securities and Exchange Commission for the period ended September 30, 2008.

 

(c) Number of shares as to which such person has:

 

(i)

Sole power to vote or to direct the vote: 0

(ii)

Shared power to vote or to direct the vote: 83,412 shares of Common Stock

(iii)

Sole power to dispose or to direct the disposition of: 0

(iv)

Shared power to dispose or direct the disposition of: 83,412 shares of Common Stock.

 

ITEM 5. Ownership of Five Percent or Less of a Class.

 

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. o

 

NOT APPLICABLE

 

 

 


CUSIP No. 362274102

SCHEDULE 13G

Page 8 of 9

 

ITEM 6. Ownership of More than Five Percent on Behalf of Another Person.

 

Other than the Reporting Persons, no 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, the shares of Common Stock.

 

ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.

 

NOT APPLICABLE

 

ITEM 8. Identification and Classification of Members of the Group.

 

The Joint Filing Agreement of the Reporting Persons is attached as Exhibit 1 to the original statement on Schedule 13G filed January 15, 2009.

 

ITEM 9. Notice of Dissolution of Group.

 

NOT APPLICABLE

 

ITEM 10. Certifications.

 

(c) By signing below the undersigned certify that, to the best of their knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

 

 


CUSIP No. 362274102

SCHEDULE 13G

Page 9 of 9

 

SIGNATURES

 

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

Date:

March 18, 2009

 

 

 

STILWELL ASSOCIATES, L.P.

 

 

 

 

 

By: 

STILWELL VALUE LLC

 

 

 

General Partner

 

 

 


/s/ Joseph Stilwell

 

 

 

By:

Joseph Stilwell

 

 

 

 

Managing and Sole Member

 

 

 

 

 

STILWELL VALUE PARTNERS II, L.P.

 

 

 

 

 

By: 

STILWELL VALUE LLC

 

 

 

General Partner

 

 

 


/s/ Joseph Stilwell

 

 

 

By:

Joseph Stilwell

 

 

 

 

Managing and Sole Member

 

 

 

 

 

STILWELL VALUE LLC

 

 

 


/s/ Joseph Stilwell

 

 

 

By:

Joseph Stilwell

 

 

 

 

Managing and Sole Member

 

 

 

 

 

 

JOSEPH STILWELL

 

 

 

 

 

/s/ Joseph Stilwell

 

 

Joseph Stilwell

 

 

 

 

 

 

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