0000902664-20-001048.txt : 20200213 0000902664-20-001048.hdr.sgml : 20200213 20200213161620 ACCESSION NUMBER: 0000902664-20-001048 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20200213 DATE AS OF CHANGE: 20200213 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: Silvergate Capital Corp CENTRAL INDEX KEY: 0001312109 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-91209 FILM NUMBER: 20610752 BUSINESS ADDRESS: STREET 1: 4250 EXECUTIVE SQUARE STE 300 CITY: LA JOLLA STATE: CA ZIP: 92037 BUSINESS PHONE: (858) 362-6300 MAIL ADDRESS: STREET 1: 4250 EXECUTIVE SQUARE STE 300 CITY: LA JOLLA STATE: CA ZIP: 92037 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Senvest Management, LLC CENTRAL INDEX KEY: 0001328785 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 540 MADISON AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 514-281-8082 MAIL ADDRESS: STREET 1: 540 MADISON AVENUE STREET 2: 32ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: RIMA SENVEST MANAGEMENT, L.L.C. DATE OF NAME CHANGE: 20120127 FORMER COMPANY: FORMER CONFORMED NAME: RIMA MANAGEMENT, LLC DATE OF NAME CHANGE: 20050531 SC 13G 1 p20-0585sc13g.htm SILVERGATE CAPITAL CORPORATION

 

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
SCHEDULE 13G
 
Under the Securities Exchange Act of 1934
(Amendment No. )*
 

Silvergate Capital Corporation

(Name of Issuer)
 

Class A Common Stock, $0.01 par value

(Title of Class of Securities)
 

82837P408

(CUSIP Number)
 

December 31, 2019

(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)
ý Rule 13d-1(d)
 
(Page 1 of 8 Pages)

 

______________________________

*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 the disclosures provided in a prior cover page.

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. 82837P40813GPage 2 of 8 Pages

 

1

NAME OF REPORTING PERSON

 

Senvest Management, LLC

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(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

1,170,000

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

1,170,000

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,170,000

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.58%

12

TYPE OF REPORTING PERSON

OO, IA

         

 

 

 

CUSIP No. 82837P40813GPage 3 of 8 Pages

 

1

NAME OF REPORTING PERSON

 

Richard Mashaal

2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a) ¨

(b) ¨

3 SEC USE ONLY
4

CITIZENSHIP OR PLACE OF ORGANIZATION

Canada

NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
5

SOLE VOTING POWER

0

6

SHARED VOTING POWER

1,170,000

7

SOLE DISPOSITIVE POWER

0

8

SHARED DISPOSITIVE POWER

1,170,000

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

1,170,000

10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES ¨
11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

6.58%

12

TYPE OF REPORTING PERSON

IN, HC

         

 

 

CUSIP No. 82837P40813GPage 4 of 8 Pages

 

Item 1(a). Name of Issuer.
  Silvergate Capital Corporation (the "Issuer")

 

Item 1(b). Address of Issuer's Principal Executive Offices.
 

4250 Executive SquareSuite 300

La JollaCA 92037 

 

Item 2(a). Name of Person Filing.
  This statement is filed by Senvest Management, LLC and Richard Mashaal.
   
  The reported securities are held in the account of Senvest Master Fund, LP (the "Investment Vehicle").
   
  Senvest Management, LLC may be deemed to beneficially own the securities held by the Investment Vehicle by virtue of Senvest Management, LLC's position as investment manager of the Investment Vehicle. Mr. Mashaal may be deemed to beneficially own the securities held by the Investment Vehicle by virtue of Mr. Mashaal's status as the managing member of Senvest Management, LLC. None of the foregoing should be construed in and of itself as an admission by any Reporting Person as to beneficial ownership of the securities reported herein.

 

Item 2(b). Address of Principal Business Office.
 

Senvest Management, LLC

540 Madison Avenue, 32nd Floor

New York, New York 10022

   
 

Richard Mashaal

c/o Senvest Management, LLC

540 Madison Avenue, 32nd Floor

New York, New York 10022

 

Item 2(c). Place of Organization.
  Senvest Management, LLC – Delaware
   
  Richard Mashaal – Canada

 

Item 2(d). Title of Class of Securities.
  Class A Common Stock, $0.01 par value

 

Item 2(e). CUSIP Number.
  82837P408

 

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:
  (a) ¨ Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
  (b) ¨ Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);

 

 

CUSIP No. 82837P40813GPage 5 of 8 Pages

 

  (c) ¨ Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
  (d) ¨ Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
  (e) ¨ An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
  (f) ¨ An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
  (g) ¨ A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
  (h) ¨ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C.1813);
  (i) ¨ 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) ¨ A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
  (k) ¨ Group, in accordance with §240.13d-1(b)(1)(ii)(K).

 

  If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please
  specify the type of institution:

 

Item 4. Ownership.
  The information required by Items 4(a) – (c) is set forth in Rows (5) – (11) of the cover page for each Reporting Person hereto and is incorporated herein by reference for each such Reporting Person. The percentages set forth in this Schedule 13G are calculated based upon an aggregate of 17,775,160  shares of Class A Common Stock outstanding as of November 27, 2019 as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2019 filed with the Securities and Exchange Commission onDecember 4, 2019.

 

Item 5. Ownership of Five Percent or Less of a Class.
  Not applicable.

 

Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
  The Investment Vehicle has the right to receive and the power to direct the receipt of dividends from, and the proceeds from the sale of, more than 5% of the Class A 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.
  Not applicable.

 

 

CUSIP No. 82837P40813GPage 6 of 8 Pages

 

Item 9. Notice of Dissolution of Group.
  Not applicable.

 

Item 10. Certification.
  Not applicable.

 

 

 

CUSIP No. 82837P40813GPage 7 of 8 Pages

 

SIGNATURE

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

 

Date:  February 13, 2020  
  SENVEST MANAGEMENT, LLC
   
  By: /s/ Bobby Trahanas
  Name: Bobby Trahanas
  Title: Chief Compliance Officer
   
   
   
   
  /s/ Richard Mashaal
  RICHARD MASHAAL
       

 

 

CUSIP No. 82837P40813GPage 8 of 8 Pages

Exhibit A

JOINT FILING AGREEMENT

The undersigned acknowledge and agree that the foregoing statement on Schedule 13G is filed on behalf of each of the undersigned and that all subsequent amendments to this statement on Schedule 13G shall be filed on behalf of each of the undersigned without the necessity of filing additional joint filing agreements. The undersigned acknowledge that each shall be responsible for the timely filing of such amendments, and for the completeness and accuracy of the information concerning him or it contained herein and therein, but shall not be responsible for the completeness and accuracy of the information concerning the others, except to the extent that he or it knows or has reason to believe that such information is inaccurate.

Date:  February 13, 2020  
  SENVEST MANAGEMENT, LLC
   
  By: /s/ Bobby Trahanas
  Name: Bobby Trahanas
  Title: Chief Compliance Officer
   
   
   
   
  /s/ Richard Mashaal
  RICHARD MASHAAL