0001026081-14-000019.txt : 20140717 0001026081-14-000019.hdr.sgml : 20140717 20140717155722 ACCESSION NUMBER: 0001026081-14-000019 CONFORMED SUBMISSION TYPE: SC 13D/A CONFIRMING COPY: PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20140717 DATE AS OF CHANGE: 20140717 GROUP MEMBERS: 2514 MULTI-STRATEGY FUND LP GROUP MEMBERS: BROAD PARK INVESTORS LLC GROUP MEMBERS: CBPS LLC GROUP MEMBERS: LAWRENCE B. SEIDMAN GROUP MEMBERS: LSBK06-08 LLC GROUP MEMBERS: SEIDMAN & ASSOCIATES LLC GROUP MEMBERS: SEIDMAN INVESTMENT PARTNERSHIP II LP GROUP MEMBERS: SEIDMAN INVESTMENT PARTNERSHIP III LP GROUP MEMBERS: SEIDMAN INVESTMENT PARTNERSHIP LP GROUP MEMBERS: VETERI PLACE CORP INC. SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Franklin Financial Corp CENTRAL INDEX KEY: 0001505823 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 274132729 FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-86215 BUSINESS ADDRESS: STREET 1: 4501 COX ROAD CITY: GLEN ALLEN STATE: VA ZIP: 23060 BUSINESS PHONE: 804-967-7000 MAIL ADDRESS: STREET 1: 4501 COX ROAD CITY: GLEN ALLEN STATE: VA ZIP: 23060 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SEIDMAN LAWRENCE B CENTRAL INDEX KEY: 0001026081 STATE OF INCORPORATION: NJ FILING VALUES: FORM TYPE: SC 13D/A MAIL ADDRESS: STREET 1: IVY CORPORATE PARK STREET 2: 100 MISTY LANE 1ST FL CITY: PARSIPPANY STATE: NJ ZIP: 07054 SC 13D/A 1 frnkschedule13damend3.htm SCHEDULE 13D AMENDMENT NO.3 FRANKLIN FINANCIAL CORPORATION Unassociated Document
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
______________

SCHEDULE 13D
(Rule 13d-101)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
RULE 13d-2(a)

(Amendment No. 3)

FRANKLIN FINANCIAL CORPORATION
(Name of Issuer)

Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
35353C102
(CUSIP Number)

LAWRENCE B. SEIDMAN
100 Misty Lane, 1st Floor
Parsippany, New Jersey 07054
(973) 952-0405

STEVEN WOLOSKY, ESQ.
OLSHAN FROME WOLOSKY LLP
Park Avenue Tower
65 East 55th Street
New York, New York 10022
(212) 451-2300
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

May 21, 2014
(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 Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box .

 
 
 

 
CUSIP No. 35353C102
    


1
NAME OF REPORTING PERSONS
 
Seidman and Associates, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*   (a) x
                                (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    243,995
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
    243,995
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON                    
 
    243,995
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)                                                     
 
    2.06%
14
TYPE OF REPORTING PERSON
 
OO
 
 
 
 
 

 
 
CUSIP No.  35353C102
    


1
NAME OF REPORTING PERSONS
 
Seidman Investment Partnership, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) x
                          (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    158,161
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
    158,161
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    158,161
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.34%
14
TYPE OF REPORTING PERSON
 
PN
 

 
 
 
 

 
CUSIP No. 35353C102
    


1
NAME OF REPORTING PERSONS
 
Seidman Investment Partnership II, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a) x
                          (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    206,200
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
    206,200
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    206,200
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
1.74%
14
TYPE OF REPORTING PERSON
 
PN

 
 
 
 

 
CUSIP No. 35353C102
    


1
NAME OF REPORTING PERSONS
 
Seidman Investment Partnership III, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a) x
                          (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    22,500
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
    22,500
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    22,500
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
    0.19%
14
TYPE OF REPORTING PERSON
 
PN
 
 
 
 
 

 
 
CUSIP No. 35353C102
    


1
NAME OF REPORTING PERSONS
 
LSBK06-08, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*   (a) x
                          (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
    WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    Florida
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    86,781
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
        86,781
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    86,781
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
0.73%
14
TYPE OF REPORTING PERSON
 
OO

 
 
 

 
CUSIP No. 35353C102
    


1
NAME OF REPORTING PERSONS
 
Broad Park Investors, L.L.C.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a) x 
                          (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    93,089
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
    93,089
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    93,089
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
0.79%
14
TYPE OF REPORTING PERSON
 
OO


 
 
 
CUSIP No. 35353C102
    


1
NAME OF REPORTING PERSONS
 
CBPS, LLC
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*    (a) x  
                          (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
New York
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    114,629
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
    114,629
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    114,629
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
0.97%
14
TYPE OF REPORTING PERSON
 
OO


 
 
 
CUSIP No. 35353C102
    


1
NAME OF REPORTING PERSONS
 
2514 Multi-Strategy Fund, L.P.
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*   (a) x
                         (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
WC
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
    Delaware
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    45,583
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
       45,583
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    45,583
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
0.39%
14
TYPE OF REPORTING PERSON
 
PN

 
 

 
 
 
CUSIP No. 35353C102
    


1
NAME OF REPORTING PERSONS
 
Veteri Place Corporation
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*     (a) x
                          (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
New Jersey
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    565,771
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
    565,771
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    565,771
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
    4.79%
14
TYPE OF REPORTING PERSON
 
CO


 
 
 
CUSIP No. 35353C102
    


1
NAME OF REPORTING PERSONS
 
Lawrence B. Seidman
2
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*   (a) x
                         (b)
3
SEC USE ONLY
 
4
SOURCE OF FUNDS
    OO
5
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
6
CITIZENSHIP OR PLACE OF ORGANIZATION
 
USA
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
7
SOLE VOTING POWER
 
    970,938
8
SHARED VOTING POWER
 
- 0 -
9
SOLE DISPOSITIVE POWER
 
    970,938
10
SHARED DISPOSITIVE POWER
 
- 0 -
11
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
 
    970,938
12
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
13
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
 
    8.21%
14
TYPE OF REPORTING PERSON
 
IN

 
 
 
 
CUSIP No. 35353C102
    
 
 
The following constitutes Amendment No. 3 to the Schedule 13D filed by the undersigned ("Amendment No. 3").  This Amendment No. 3 amends the Schedule 13D as specifically set forth.
 
Item 3.
Source and Amount of Funds or Other Consideration.
 
Item 3 is hereby amended and restated to read as follows:
 
The Shares purchased by the Reporting Persons were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases (unless otherwise noted), as set forth in Schedule B, which is incorporated by reference herein.  The aggregate purchase cost of the 970,938 shares beneficially owned in the aggregate by the Reporting Persons is approximately $14,731,441, including brokerage commissions.
 
Item 5.
Interest in Securities of the Issuer.
 
Item 5 is hereby amended and restated to read as follows:
 
The aggregate percentage of Shares reported owned by each Reporting Person is based upon 11,823,623 Shares outstanding, which is the total number of Shares outstanding, as reported in the Issuer's Form 10-Q filed with the Securities and Exchange Commission on May 9, 2014.
 
A.  
SAL
 
(a)  
As of the close of business on July 16, 2014, SAL beneficially owned 243,995 Shares.
 
Percentage: Approximately 2.06%.
 
(b)  
1. Sole power to vote or direct the vote: 243,995
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 243,995
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
The transactions in the Shares by SAL during the past 60 days are set forth in Schedule B and are incorporated herein by reference.
 
B.  
SIP
 
(a)  
As of the close of business on July 16, 2014, SIP beneficially owned 158,161 Shares.
 
Percentage: Approximately 1.34%.
 
(b)  
1. Sole power to vote or direct the vote: 158,161
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 158,161
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
The transactions in the Shares by SIP during the past 60 days are set forth in Schedule B and are incorporated herein by reference.
 
C.  
SIPII
 
(a)  
As of the close of business on July 16, 2014, SIPII beneficially owned 206,200 Shares.
 
        Percentage: Approximately 1.74%.
 
(b)  
1. Sole power to vote or direct the vote: 206,200
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 206,200
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
The transactions in the Shares by SIPII during the past 60 days are set forth in Schedule B and are incorporated herein by reference.
 
D.  
SIPIII
 
(a)  
As of the close of business on July 16, 2014, SIPIII beneficially owned 22,500 Shares.
 
        Percentage: Approximately 0.19%.
 
(b)  
1. Sole power to vote or direct the vote: 22,500
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 22,500
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
SIPIII has not entered into any transactions in the Shares during the past 60 days.
 
E.  
LSBK
 
(a)  
As of the close of business on July 16, 2014, LSBK beneficially owned 86,781 Shares.
 
Percentage: Approximately 0.73%.
 
(b)  
1. Sole power to vote or direct the vote: 86,781
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 86,781
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
The transactions in the Shares by LSBK during the past 60 days are set forth in Schedule B and are incorporated herein by reference.
 
F.  
Broad Park
 
(a)  
As of the close of business on July 16, 2014, Broad Park beneficially owned 93,089 Shares.
 
Percentage: Approximately 0.79%.
 
(b)  
1. Sole power to vote or direct the vote: 93,089
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 93,089
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
The transactions in the Shares by Broad Park during the past 60 days are set forth in Schedule B and are incorporated herein by reference.
 
G.  
CBPS
 
(a)  
As of the close of business on July 16, 2014, CBPS beneficially owned 114,629 Shares.
 
Percentage: Approximately 0.97%.
 
(b)  
1. Sole power to vote or direct the vote: 114,629
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 114,629
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
CBPS has not entered into any transactions in the Shares during the past 60 days.
 
H.  
2514 MSF
 
(a)  
As of the close of business on July 16, 2014, 2514 MSF beneficially owned 45,583 Shares.
 
Percentage: Approximately 0.39%.
 
(b)  
1. Sole power to vote or direct the vote: 45,583
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 45,583
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
The transactions in the Shares by 2514 MSF during the past 60 days are set forth in Schedule B and are incorporated herein by reference.
 
 
I.  
Veteri
 
(a)  
Veteri, (i) as the corporate general partner of each of SIP and SIPII, may be deemed the beneficial owner of the 158,161 Shares owned by SIP and the 206,200 Shares owned by SIPII, and (ii) as the Trading Advisor of each of LSBK and CBPS, may be deemed the beneficial owner of the 86,781 Shares owned by LSBK and the 114,629 shares owned by CBPS.  Accordingly, Veteri may be deemed the beneficial owner of an aggregate of 565,771 Shares.
 
Percentage: Approximately 4.79%.
 
(b)  
1. Sole power to vote or direct the vote: 565,771
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 565,771
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
Veteri has not entered into any transactions in the Shares during the past 60 days.  CBPS has not entered into any transactions in the Shares during the past 60 days.  The transactions in the Shares by SIP, SIPII, and LSBK during the past 60 days are set forth in Schedule B and are incorporated herein by reference.
 
J.  
Seidman
 
(a)  
Seidman, (i) as the manager of SAL, may be deemed the beneficial owner of the 243,995 Shares owned by SAL, (ii) as the sole officer of Veteri, the corporate general partner of each of SIP and SIPII, may be deemed the beneficial owner of the 158,161 Shares owned by SIP and the 206,200 Shares owned by SIPII, and (iii) as the sole officer of Veteri, the Trading Advisor of each of LSBK and CBPS, may be deemed the beneficial owner of the 86,781 Shares owned by LSBK and the 114,629 Shares owned by CBPS, and (iv) as the investment manager for each of Broad Park and 2514 MSF, may be deemed the beneficial owner of the 93,089 Shares owned by Broad Park and the 45,583 Shares owned by 2514 MSF.  Accordingly, Seidman may be deemed the beneficial owner of an aggregate of 970,938 Shares.  In the foregoing capacities, Seidman has sole and exclusive investment discretion and voting authority with respect to all such Shares.
 
Percentage: Approximately 8.21%.
 
(b)  
1. Sole power to vote or direct the vote: 970,938
 
 
2. Shared power to vote or direct the vote: 0
 
 
3. Sole power to dispose or direct the disposition: 970,938
 
 
4. Shared power to dispose or direct the disposition: 0
 
(c)  
Seidman has not entered into any transactions in the Shares during the past 60 days.  SIPIII and CBPS have not entered into any transactions in the Sahres during the past 60 days.  The transactions in the Shares during the past 60 days on behalf of SAL, SIP, SIPII, LSBK, Broad Park, and 2514 MSF are set forth on Schedule B and incorporated herein by reference.
 
Each of the Reporting Persons, as a member of a “group” with the other Reporting Persons for purposes of Rule 13d-5(b)(1) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), may be deemed to beneficially own the Shares owned by the other Reporting Persons.  The filing of this Schedule 13D shall not be deemed an admission that any of the Reporting Persons is, for purposes of Section 13(d) of the Exchange Act, the beneficial owner of any Shares he or it does not directly own.  Each of the Reporting Persons specifically disclaims beneficial ownership of the Shares reported herein that he or it does not directly own.
 
To the best of the Reporting Persons’ knowledge, none of the persons listed on Schedule A beneficially owns any securities of the Issuer.
 
(d)  
No person other than the Reporting Persons is known to have the right to receive or the power to direct the receipt of dividends from, or proceeds from the sale of, the Shares.
 
(e)  
Not applicable.
 
 
Item 7.
Material to be Filed as Exhibits.
 
Item 7 is hereby amended to add the following exhibit:
 
99.2  
  Joint Filing Agreement, dated July 16, 2014, by and among SAL, SIP, SIPII, SIPIII, LSBK, Broad Park, CBPS, 2514 MSF, Veteri and Seidman.
 
 
 
 
CUSIP No. 35353C102
Signature Page to Franklin Financial Corporation Schedule 13D


SIGNATURES
 
After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.
 
Dated:          July 16, 2014
SEIDMAN AND ASSOCIATES, L.L.C.
   
   
 
By:
 /ss/ Lawrence B. Seidman 
   
Lawrence B. Seidman
Manager


 
SEIDMAN INVESTMENT PARTNERSHIP, L.P.
   
 
By:
Veteri Place Corporation, its
General Partner
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President


 
SEIDMAN INVESTMENT PARTNERSHIP II, L.P.
   
 
By:
Veteri Place Corporation, its
General Partner
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President
 

 
SEIDMAN INVESTMENT PARTNERSHIP III, L.P.
   
 
By:
JBRC I, L.L.C.,  its
Co-General Partner
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
Managing Member
 
 
 
LSBK06-08, L.L.C
   
 
By:
Veteri Place Corporation, its
Trading Advisor
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President

 
BROAD PARK INVESTORS, L.L.C.
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
Investment Manager


 
CBPS, LLC
   
 
By:
Veteri Place Corporation, its
Trading Advisor
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President
 

 
2514 MULTI-STRATEGY FUND, L.P.
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
Investment Manager
 
 
 
VETERI PLACE CORPORATION
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President
 

 
   /ss/ Lawrence B. Seidman
 
LAWRENCE B. SEIDMAN
 

 

 
 
 
CUSIP No. 35353C102
    

SCHEDULE A
 
 
Name
 
Principal Business/Occupation
 
Principal Business Address
 
Citizenship
Michael Mandelbaum
Private Investor and Businessman
 80 Main Street, Suite 510, West Orange, New Jersey 07052 United States
D. Scott Lutrell
Chief Investment Officer of LCM Group.  LCM Group is an Investment Firm and the Corporate General Partner of 2514 Multi-Strategy Fund, LP.
 100 S. Ashley Drive, Suite 2100, Tampa, Florida 33602 United States
 

 
 
 
CUSIP No. 35353C102
    

SCHEDULE B

Transactions in the Shares During the Past 60 Days
 

Entity
Date
Purch
Cost
per
Share*
Cost
Shares
SAL
5/16/2014
20.0036
112,020.00
5,600
SAL
5/19/2014
19.9915
201,913.95
10,100
SAL
5/23/2014
19.8567
59,570.00
3,000
SAL
5/30/2014
19.8565
61,555.00
3,100
SAL
6/3/2014
19.9200
19,920.00
1,000
Total
    
454,978.95
22,800
         
SIP
5/20/2014
19.9024
340,330.52
17,100
Total
    
340,330.52
17,100
         
SIPII
5/21/2014
19.8897
238,676.00
12,000
Total
    
238,676.00
12,000
         
LSBK
5/22/2014
19.8700
19,870.00
1,000
LSBK
5/28/2014
19.8571
55,600.00
2,800
Total
    
75,470.00
3,800
         
Broad Park
6/4/2014
19.9069
57,730.00
2,900
Total
    
57,730.00
2,900
         
2514 MSF
5/29/2014
19.8625
31,780.00
1,600
Total
    
31,780.00
1,600
 
 
* Includes brokerage commissions.
 
 
 
 
CUSIP No.  35353C102
    

Exhibit 99.2
 
JOINT FILING AGREEMENT
 
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, par value $0.01 per share, of Franklin Financial Corporation.  This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
 
Dated:          July 16, 2014
SEIDMAN AND ASSOCIATES, L.L.C.
   
   
 
By:
 /ss/ Lawrence B. Seidman 
   
Lawrence B. Seidman
Manager


 
SEIDMAN INVESTMENT PARTNERSHIP, L.P.
   
 
By:
Veteri Place Corporation, its
General Partner
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President


 
SEIDMAN INVESTMENT PARTNERSHIP II, L.P.
   
 
By:
Veteri Place Corporation, its
General Partner
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President
 

 
SEIDMAN INVESTMENT PARTNERSHIP III, L.P.
   
 
By:
JBRC I, L.L.C.,  its
Co-General Partner
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
Managing Member
 
 
 
LSBK06-08, L.L.C
   
 
By:
Veteri Place Corporation, its
Trading Advisor
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President

 
BROAD PARK INVESTORS, L.L.C.
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
Investment Manager


 
CBPS, LLC
   
 
By:
Veteri Place Corporation, its
Trading Advisor
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President
 

 
2514 MULTI-STRATEGY FUND, L.P.
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
Investment Manager
 
 
 
VETERI PLACE CORPORATION
   
   
 
By:
  /ss/ Lawrence B. Seidman
   
Lawrence B. Seidman
President
 

 
   /ss/ Lawrence B. Seidman
 
LAWRENCE B. SEIDMAN