0001104659-23-017664.txt : 20230209 0001104659-23-017664.hdr.sgml : 20230209 20230209171026 ACCESSION NUMBER: 0001104659-23-017664 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20230209 DATE AS OF CHANGE: 20230209 GROUP MEMBERS: JO ANN HYATT MODLIN GROUP MEMBERS: SHARON G. HYATT SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SHORE BANCSHARES INC CENTRAL INDEX KEY: 0001035092 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 521974638 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-52827 FILM NUMBER: 23607264 BUSINESS ADDRESS: STREET 1: 18 EAST DOVER STREET CITY: EASTON STATE: MD ZIP: 21601-3013 BUSINESS PHONE: 4108221400 MAIL ADDRESS: STREET 1: 18 EAST DOVER STREET CITY: EASTON STATE: MD ZIP: 21601-3013 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HYATT ALAN J CENTRAL INDEX KEY: 0001218591 FILING VALUES: FORM TYPE: SC 13G/A MAIL ADDRESS: STREET 1: SEVERN SAVINGS BANK FSB STREET 2: 200 WESTGATE CIRCLE, SUITE 500 CITY: ANNAPOLIS STATE: MD ZIP: 21401 SC 13G/A 1 tm236190d1_sc13ga.htm SC 13G/A

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

 

SCHEDULE 13G

(Amendment No. 1)

Under the Securities Exchange Act of 1934

 

SHORE BANCSHARES, inc.
(Name of Issuer)
 
Common Stock, par value $0.01 per share
(Title of Class of Securities)
 
825107105
(CUSIP Number)
 
 
December 31, 2022
(Date of Event which Requires Filing of this Statement)

 

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

¨Rule 13d-1(b)
¨Rule 13d-1(c)
xRule 13d-1(d)

 

* 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).

 

 

 

CUSIP No. 82510710513GPage 2 of 7 Pages

 

 

1

Name of Reporting Person I.R.S. IDENTIFICATION No. (Entities Only)

Alan J. Hyatt

2

Check the appropriate box if a member of a group

(a) ¨

(b) x

 

*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.

3

SEC use only

4

Citizenship or Place of Organization

USA

Number OF
Shares
Beneficially

Owned by
Each
Reporting

Person With

5

Sole Voting Power 

223,273(1)

6

Shared Voting Power

1,537,771(2)(3)

7

Sole Dispositive Power

223,273(1)

8

Shared Dispositive Power

1,537,771(2)(3)

9

Aggregate Amount Beneficially Owned by each Reporting Person

1,761,044

10

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

x

11

Percent of Class Represented by Amount in Row (9)

8.9%(4)

12

Type of Reporting Person

IN

       

 

(1) Includes 215,670 shares owned by Mr. Hyatt and 7,603 shares held by a company of which Mr. Hyatt is a general partner.

(2) Includes 849,691 shares jointly owned by Mr. Hyatt and his wife.

(3) Includes 688,080 shares held by Trusts for which Mr. Hyatt is co-trustee.

(4) Based on 19,864,956 shares outstanding in December 2022.

 

CUSIP No. 82510710513GPage 3 of 7 Pages

 

 

1

Name of Reporting Person I.R.S. IDENTIFICATION No. (Entities Only)

Sharon G. Hyatt

2

Check the appropriate box if a member of a group

(a) ¨

(b) x

 

*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.

3

SEC use only

4

Citizenship or Place of Organization

USA

Number OF
Shares
Beneficially

Owned by
Each
Reporting

Person With

5

Sole Voting Power

4,802(1)

6

Shared Voting Power

849,691(2)

7

Sole Dispositive Power    

4,802(1)

8

Shared Dispositive Power

849,691(2)

9

Aggregate Amount Beneficially Owned by each Reporting Person

854,493

10

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

x

11

Percent of Class Represented by Amount in Row (9)

4.3%(3)

12

Type of Reporting Person

IN

       

(1)Includes 4,802 shares owned by Ms. Hyatt.

(2)Includes 849,691 shares jointly owned by Ms. Hyatt and her husband.

(3)Based on 19,864,956 shares outstanding in December 2022.

 

 

CUSIP No. 82510710513GPage 4 of 7 Pages

 

 

1

Name of Reporting Person I.R.S. IDENTIFICATION No. (Entities Only)

Jo Ann Hyatt Modlin

2

Check the appropriate box if a member of a group

(a) ¨

(b) x

 

*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.

3

SEC use only

4

Citizenship or Place of Organization

USA

 

Number OF
Shares
Beneficially

Owned by
Each
Reporting

Person With

 

5

Sole Voting Power

0

6

Shared Voting Power

745,142(1) (2)

7

Sole Dispositive Power

0

8

Shared Dispositive Power

745,142(1) (2)

9

Aggregate Amount Beneficially Owned by each Reporting Person

745,142

10

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

¨

11

Percent of Class Represented by Amount in Row (9)

3.8%(3)

12

Type of Reporting Person

IN

       

 

(1)Includes 56,406 shares jointly owned by Ms. Modlin and her husband.

(2)Includes 688,080 shares held by Trusts for which Ms Modlin is co-trustee.

(3)Based on 19,864,956 shares outstanding in December 2022.

 

 

CUSIP No. 82510710513GPage 5 of 7 Pages

 

 

Item 1. Security and Issuer.

 

(a)Name of Issuer: Shore Bancshares, Inc.

 

(b)Address of Issuer’s Principal Executive Offices:

18 East Dover Street, Easton, MD 21601

 

Item 2. Identity and Background.

 

(a)Name of Person Filing: Alan J. Hyatt and Sharon G. Hyatt. The Hyatts are husband and wife.

Jo Ann Hyatt Modlin is Alan J. Hyatt's sister.

 

(b)Address of Principal Business Office or, if none, Residence:

Alan J. Hyatt and Sharon G. Hyatt, 200 Westgate Circle, Suite 200, Annapolis, Maryland 21401

Ann Hyatt Modlin, 200 Westgate Circle, Suite 200, Annapolis, Maryland 21401

 

(c)Citizenship: USA

 

(d)Title and Class of Securities

Common stock, par value $0.01 per share

 

(e)CUSIP Number: 825107105

 

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

 

Item 4. Ownership

For more information, see the responses to attached corresponding cover pages.

 (a) Amount beneficially owned: 1,761,044
 (b) Percent of class: 8.9%
(c)Number of shares as to which such person has:

 

By Alan J. Hyatt   By Sharon G. Hyatt   By Jo Ann Hyatt Modlin  
(a) 1,761,044  (a) 854,493   (a) 745,142  
(b)  8.9%   (b) 4.3%   (b) 3.8%  
(c) (1) (i) 223,273   (c)  (i)  4,802   (c) (i) 0  
  (ii) 1,537,771     (ii) 849,691     (ii) 745,142  
  (iii) 223,273     (iii) 4,802     (iii) 0  
  (iv) 1,537,771     (iv) 849,691     (iv) 745,142  
                       

(1) Item (c) referenced:

(i)Sole power to vote or direct the vote.
(ii)Shared power to vote or direct the vote
(iii)Sole power to dispose or to direct the disposition
(iv)Shared power to dispose or to direct the disposition

 

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 person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ¨

 

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

 

Not Applicable.

 

 

CUSIP No. 82510710513GPage 6 of 7 Pages

 

 

Item 7. Identification and Classification of the Subsidiary which Acquired the Security Being Reported on By the Parent Holding Company:

 

Not Applicable.

 

Item 8. Identification and Classification of Members of the Group:

 

Not Applicable.

 

Item 9. Notice of Dissolution of Group:

 

Not Applicable.

 

Item 10. Certification

 

Not Applicable.

 

 

CUSIP No. 82510710513GPage 7 of 7 Pages

 

 

SIGNATURES

 

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

 

February 9, 2023

 

 

/s/Alan J. Hyatt

 
Alan J. Hyatt 
  
  

/s/ Sharon G. Hyatt

 
Sharon G. Hyatt 
  
  

/s/ Jo Ann Hyatt Modlin

 
Jo Ann Hyatt Modlin 
  

 

 

 

 

 

Exhibit A

 

AGREEMENT RELATING TO JOINT FILING OF SCHEDULE 13G

 

The undersigned hereby agree that a single Schedule 13G (or any amendment thereto) relating to the Common Stock of Severn Bancorp, Inc. shall be filed on behalf of each of the undersigned and that this Agreement shall be filed as an Exhibit to such Schedule 13G.

 

This Agreement and the filing of the Schedule 13G shall not be construed to be an admission that any of the undersigned is a member of a "group" consisting of one or more of such persons pursuant to Section 13(g) of the Securities Exchange Act of 1934, as amended and the rules thereunder.

 

February 9, 2023

 

 

/s/ Alan J. Hyatt

  Alan J. Hyatt
   
   
 

/s/ Sharon G. Hyatt

  Sharon G. Hyatt
   
   
 

/s/ Jo Ann Hyatt Modlin

  Jo Ann Hyatt Modlin