SC 13D/A

CUSIP No. 204157101 Page 1 of 9 Pages

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

Amendment No. 1

Under the Securities Exchange Act of 1934

COMMUNITY WEST BANCSHARES

(Name of Issuer)

Common Stock, no par value

(Title of Class of Securities)

204157101

(CUSIP Number)

Mr. John W. Palmer

PL Capital Advisors, LLC

750 Eleventh Street South

Suite 202

Naples, FL 34102

(239) 777-0187

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

- with copies to -

Phillip M. Goldberg Foley & Lardner LLP 321 North Clark Street Suite 2800 Chicago, IL  60654-5313 (312) 832-4549 Peter D. Fetzer Foley & Larder LLP 777 East Wisconsin Avenue Suite 3800 Milwaukee, WI  53202-5306 (414) 297-5596

December 16, 2021

(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 which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box ☐.

CUSIP No. 204157101 Page 2 of 9 Pages

1	NAME OF REPORTING PERSON PL Capital Advisors, LLC
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a) ☒ (b)  ☐
3	SEC USE ONLY
4	SOURCE OF FUNDS WC
5	CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 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 0
		8	SHARED VOTING POWER 530,916
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 530,916
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 530,916
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.2%
14	TYPE OF REPORTING PERSON IA

CUSIP No. 204157101 Page 3 of 9 Pages

1	NAME OF REPORTING PERSON John W. Palmer
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)  ☒ (b)  ☐
3	SEC USE ONLY
4	SOURCE OF FUNDS
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 SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 530,916
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 530,916
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 530,916
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.2%
14	TYPE OF REPORTING PERSON IN

CUSIP No. 204157101 Page 4 of 9 Pages

1	NAME OF REPORTING PERSON Richard J. Lashley
2	CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP			(a)  ☒ (b)  ☐
3	SEC USE ONLY
4	SOURCE OF FUNDS
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 SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		7	SOLE VOTING POWER 0
		8	SHARED VOTING POWER 530,916
		9	SOLE DISPOSITIVE POWER 0
		10	SHARED DISPOSITIVE POWER 530,916
11	AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 530,916
12	CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES			☐
13	PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.2%
14	TYPE OF REPORTING PERSON IN

CUSIP No. 204157101 Page 5 of 9 Pages

Item 1. Security and Issuer

This amended Schedule 13D relates to the common stock, no par value (“Common Stock”), of Community West Bancshares (the “Company”).  The address of the principal executive offices of the Company is 445 Pine Avenue Goleta, California 93117.

Item 2. Identity and Background

(a) This Schedule 13D is being filed jointly by (1) PL Capital Advisors, LLC, a Delaware limited liability company and SEC registered investment adviser under the Investment Advisers Act of 1940 (“PL Capital Advisors”); (2) Richard J. Lashley, a managing member of PL Capital Advisors; and (3) John W. Palmer, a managing member of PL Capital Advisors (collectively, the “Reporting Persons”).  The joint filing agreement of the Reporting Persons is attached as Exhibit 1 to the Initial Schedule 13D filed on March 23, 2021.

(b) The principal business address of the Reporting Persons is 750 Eleventh Street South, Suite 202, Naples, FL 34102.  (c) The principal business of PL Capital Advisors is to serve as an investment manager or adviser to various investment partnerships, funds and managed accounts (collectively, the “Clients”).  The principal occupation of Messrs. Lashley and Palmer is investment management through their ownership and control over the affairs of PL Capital Advisors.  PL Capital Advisors has sole voting and dispositive power over the Common Stock held by the Clients, which is deemed shared with the two Managing Members of PL Capital Advisors, and the Clients do not have the right to acquire voting or dispositive power over the Common Stock within sixty days.  (d)-(e)During the last five years, none of the Reporting Persons (i) has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (ii) has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceedings 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 violations with respect at such laws.

(f) Richard Lashley and John Palmer are citizens of the United States.

Item 3. Source and Amount of Funds or Other Consideration

In aggregate, the Reporting Persons have voting and dispositive power over 530,916 shares of Common Stock of the Company acquired at an aggregate cost of $4,989,312.  The Clients hold 530,916 shares of Common Stock. Mr. Lashley, Mr. Palmer and PL Capital Advisors do not own any Common Stock directly but are deemed to beneficially own Common Stock held by the Clients.  PL Capital Advisors disclaims beneficial ownership of such Common Stock, except to the extent of its pecuniary interest therein.

CUSIP No. 204157101 Page 6 of 9 Pages

From time to time, the Reporting Persons may have purchased or held Common Stock on margin provided by Goldman Sachs & Co. (“Goldman Sachs”) on such firm’s usual terms and conditions.  All or part of the shares of Common Stock owned by the Clients may from time to time be pledged with one or more banking institutions or brokerage firms as collateral for loans made by such entities to the Clients.  Such loans, if any, generally bear interest at a rate based upon the federal funds rate plus a margin.  Such indebtedness, if any, may be refinanced with other banks or broker-dealers.  As of the date of this filing, no Clients other than PL Capital/Focused Fund, L.P. have margin or other loans outstanding secured by Common Stock.

Item 4. Purpose of Transaction

This is the Reporting Persons first amendment to its initial Schedule 13D.

The Reporting Persons owns 6.2% of the Company in the aggregate, based upon the Company’s aggregate outstanding shares as of October 29, 2021.  The Reporting Persons acquired the Common Stock because they believed the Common Stock was undervalued at the time of purchase.

The Reporting Persons intend to monitor the performance and corporate governance of the Company, as well as the actions of the Company’s management and board.  As it deems necessary, the Reporting Persons will assert its stockholder rights.

On October 5, 2021 a letter from John Palmer was sent to Marty Plourd, President, CEO and Director of Community West Bancshares regarding proposed changes to the Company’s corporate governance. A copy of the letter is attached hereto as Exhibit 2 to this filing.

To the extent the actions described herein may be deemed to constitute a “control purpose” with respect to the Securities Exchange Act of 1934, as amended, and the regulations thereunder, the Reporting Persons have such a purpose.  Unless otherwise noted in this amended Schedule 13D, no Reporting Person has any current plans or proposals, which relate to, or would result in, any of the matters referred to in paragraphs (a) through (j), inclusive of Item (4) of Schedule 13D.  The Reporting Persons may, at any time and from time to time, review or reconsider their positions and formulate plans or proposals with respect thereto, including, without limitation, the acquisition of additional shares of Common Stock.  The Reporting Persons currently do not intend to purchase more than 9.999% of the Company’s outstanding Common Stock, but may reconsider this position, subject to applicable restrictions, and increase their aggregate holdings above 9.999% of the Company’s outstanding Common Stock.  The Reporting Persons may dispose of any or all the shares of Common Stock which they hold on behalf of the Clients.

CUSIP No. 204157101 Page 7 of 9 Pages

Item 5. Interest in Securities of the Company

The percentages used in this Schedule 13D are calculated based upon the number of outstanding shares of Common Stock, 8,616,186, reported as the number of outstanding shares as of October 29, 2021, in the Company’s Quarterly Report on Form 10-Q filed on November 10, 2021.

Because Messrs. Palmer and Lashley are the Managing Members of PL Capital Advisors, the investment manager or adviser to the Clients, they are deemed to share the voting and dispositive power over the shares of Common Stock managed by PL Capital Advisors on behalf of the Clients.

PL Capital Advisors made transactions in the Common Stock on behalf of the Clients within the past 60 days as noted below.  Messrs. Palmer and Lashley did not have any transactions in the Common Stock other than the transactions effected by PL Capital Advisors on behalf of the Clients.

PL Capital Advisors Transactions Common Stock

(a)-(b)See cover page.

(c) On behalf of the Clients, PL Capital Advisors made the following purchases (and no sales) of Common Stock in the past sixty days:

Trade Date	Number of Shares Purchased	Price Per Share	Where and How Transaction Effected
12/16/2021	33,881	13.10	Open Market Transaction
11/29/2021	4,186	13.00	Open Market Transaction
11/22/2021	5,699	12.91	Open Market Transaction
11/15/2021	5,190	12.91	Open Market Transaction
11/05/2021	7,500	13.05	Open Market Transaction

CUSIP No. 204157101 Page 8 of 9 Pages

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

PL Capital Advisors is the investment manager on behalf of the Clients.  Each of the Clients has granted to PL Capital Advisors the sole and exclusive authority to vote and dispose of the shares of Common Stock held on their behalf pursuant to a management agreement.  PL Capital Advisors is entitled to a fee for managing and advising these Clients, generally based upon a percentage of the Clients’ capital.  Affiliates of PL Capital Advisors, including PL Capital, LLC and Goodbody/PL Capital LLC, serve as the general partner of various partnerships managed and advised by PL Capital Advisors, including Financial Edge Fund, L.P., Financial Edge-Strategic Fund, L.P., PL Capital/Focused Fund, L.P., and Goodbody/PL Capital, L.P., each a Delaware limited partnership.  For serving as the general partner of these partnerships, PL Capital Advisors’ affiliates are entitled to an allocation of a portion of net profits, if any, generated by the partnerships.

Item 7. Material to be Filed as Exhibits

Exhibit No.	Description
1	Joint Filing Agreement*
2	Letter from John Palmer to Marty Plourd, President of Community West Bancshares dated October 5, 2021

* Previously filed.

CUSIP No. 204157101 Page 9 of 9 Pages

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.

Dated:  December 16, 2021

PL CAPITAL ADVISORS, LLC

By:      /s/ John W. Palmer/s/ Richard J. Lashley

John W. Palmer                 Richard J. Lashley

Managing Member            Managing Member

By:      /s/ John W. Palmer

John W. Palmer

By:      /s/ Richard J. Lashley

Richard J. Lashley

EX-2

EXHIBIT 2

  750 Eleventh Street South Suite 202 Naples, FL 34102 (239) 777-0187

Mr. Marty Plourd

Director, President & Chief Executive Officer

Community West Bancshares

445 Pine Avenue

Goleta, CA 93117

October 5, 2021

Re:  Director and Executive Officer Stock Ownership Requirements

Dear Marty:

We last spoke via teleconference on May 10, 2021.  At that time, I raised concerns about certain members of the executive management team and board of directors who have not accumulated and maintained a meaningful equity ownership in Community West Bancshares (the “Company”).  We discussed and agreed that significant equity ownership in the Company by executive officers and non-employee directors is in the best interest of the Company and serves to align the interests of officers and directors with those of Company stockholders.

While some executive officers and non-employee directors hold a significant equity interest in the Company, others do not.  The lack of a stock ownership requirement for all executive officers and non-employee directors is inconsistent with good corporate governance and the policies of most publicly traded California banks.  As you can see from Exhibit A on page 2, many publicly traded California banks have stock ownership guidelines ranging from 2 – 5x the then-current annual base cash retainer for non-employee directors, 2 – 5x base salary for the Chief Executive Officer, and 1 – 3x base salary for other named executive officers.  Compliance with these stock ownership guidelines is generally required to be achieved within 3 – 5 years from the date the executive officer becomes subject to the guidelines, or from the date the non-employee director joins the board.  Common stock equivalents granted through the normal course of business, such as restricted stock, restricted stock units, and a portion of shares that may be acquired by exercise of vested in-the-money stock options, are typically treated as stock ownership for this purpose.  However, common stock acquired with personal funds on the open market is the most effective way to directly align the interest of officers and directors with those of Company stockholders.

I propose the Board adopt specific guidelines and expectations regarding non-employee and executive officer stock ownership. For the avoidance of doubt, I would be very disappointed if the Company were to grant stock ownership, outside the normal course of business, to its officers and directors to satisfy any future ownership requirements.  Please advise me on your plan to address this important aspect of corporate governance with the Board. If the Board chooses not to address this matter, I plan to assert my rights as a Company stockholder and submit this matter for proposal at the 2022 annual meeting of shareholders.

Sincerely,

John W. Palmer

CC: Board of Directors of Community West Bancshares

  750 Eleventh Street South Suite 202 Naples, FL 34102 (239) 777-0187

EXHIBIT A: