Sec Form 13D Filing - MACKEY WARREN A filing for PRUDENTIAL BANCORP INC. (PBIP) - 2022-03-10

Insider filing report for Changes in Beneficial Ownership

  • Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
  • Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 2)

PRUDENTIAL BANCORP, INC.

(Name of Issuer)

Common Stock, $0.01 par value per share

(Title of Class of Securities)

74431A101

(CUSIP Number)

Warren A. Mackey

17 State Street, Suite 3330

New York, New York 10004

(212) 370-9032

(Name, Address and Telephone Number of Person

Authorized to Receive Notices and Communications)

March 8, 2022

(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 §§240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.  ☐

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).

This Document contains 8 pages.


CUSIP No. 74431A101    SCHEDULE 13D    Page 2 of 8 Pages  

 

     1         

  Name of Reporting Persons

 

 Homestead Partners LP

     2  

 Check the Appropriate Box if a Member of a Group

 (a) ☒ (b) ☐

 

 

     3  

 SEC Use Only

 

 

     4  

 Source of funds (See Instructions)

 

 WC

     5  

 Check 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

 

 358,205

     9   

 Sole Dispositive Power

 

 0

   10   

 Shared Dispositive Power

 

 358,205

   11         

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 358,205

   12  

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

 

   13  

 Percent of Class Represented by Amount in Row (11)

 

 4.6%

   14  

 Type of Reporting Person

 

 PN


CUSIP No. 74431A101   SCHEDULE 13D   Page 3 of 8 Pages  

 

 

     1         

  Name of Reporting Persons

 

 Arles Partners LP

     2  

 Check the Appropriate Box if a Member of a Group

 (a) ☒ (b) ☐

 

 

     3  

 SEC Use Only

 

 

     4  

 Source of funds (See Instructions)

 

 WC

     5  

 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 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

 

 0

     8   

 Shared Voting Power

 

 158,696

     9   

 Sole Dispositive Power

 

 0

   10   

 Shared Dispositive Power

 

 158,696

   11         

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 158,696

   12  

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

 

   13  

 Percent of Class Represented by Amount in Row (11)

 

 2.0%

   14  

 Type of Reporting Person

 

 PN


CUSIP No. 74431A101   SCHEDULE 13D   Page 4 of 8 Pages  

 

 

     1         

  Name of Reporting Persons

 

 Arles Advisors Inc

     2  

 Check the Appropriate Box if a Member of a Group

 (a) ☒ (b) ☐

 

 

     3  

 SEC Use Only

 

 

     4  

 Source of funds (See Instructions)

 

 n/a

     5  

 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 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

 

 0

     8   

 Shared Voting Power

 

 516,901

     9   

 Sole Dispositive Power

 

 0

   10   

 Shared Dispositive Power

 

 516,901

   11         

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 516,901

   12  

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

 

   13  

 Percent of Class Represented by Amount in Row (11)

 

 6.7%

   14  

 Type of Reporting Person

 

 CO


CUSIP No. 74431A101   SCHEDULE 13D   Page 5 of 8 Pages  

 

 

     1         

  Name of Reporting Persons

 

 Warren A. Mackey

     2  

 Check the Appropriate Box if a Member of a Group

 (a) ☒ (b) ☐

 

 

     3  

 SEC Use Only

 

 

     4  

 Source of funds (See Instructions)

 

 PF

     5  

 Check if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) ☐

 

 

     6  

 Citizenship or Place of Organization

 

 United States of America

Number of

Shares

Beneficially  

Owned by

Each

Reporting

Person With  

 

     7     

 Sole Voting Power

 

 38,618

     8   

 Shared Voting Power

 

 516,901

     9   

 Sole Dispositive Power

 

 38,618

   10   

 Shared Dispositive Power

 

 516,901

   11         

 Aggregate Amount Beneficially Owned by Each Reporting Person

 

 555,519

   12  

 Check if the Aggregate Amount in Row (11) Excludes Certain Shares ☐

 

 

   13  

 Percent of Class Represented by Amount in Row (11)

 

 7.2%

   14  

 Type of Reporting Person

 

 IN


CUSIP No. 74431A101   SCHEDULE 13D   Page 6 of 8 Pages  

 

Item 1.   Security and Issuer

This second amendment (the “Second Amendment”) to the Schedule 13D filed with the Securities and Exchange Commission (the “SEC”) on October 28, 2013 and amended by the first amendment filed with the SEC on February 12, 2014 (the “Schedule 13D”), relates to the common stock (“Shares”), $0.01 par value per share, of Prudential Bancorp, Inc. (the “Issuer”), a Pennsylvania corporation. The address of the principal executive offices of the Issuer is 1834 West Oregon Avenue, Philadelphia, Pennsylvania 19145. Except as specifically provided herein, this Second Amendment does not modify any of the information previously reported in the Schedule 13D. Capitalized terms used but not defined herein shall have the meanings attributed to them in the Schedule 13D.

Item 3.   Source and Amount of Funds or Other Consideration

In the aggregate, the Reporting Group owns 555,519 Shares acquired at an aggregate cost of $6,710,348, including brokerage commissions.

The Shares acquired by the Reporting Group were purchased with funds provided from working capital and, with regard to the Shares purchased by Warren A. Mackey, from his personal funds. All or part of the Shares owned by members of the Reporting Group may from time to time be pledged with J.P. Morgan Clearing Corporation or other banking institutions or brokerage firms as collateral for loans made by such entities to members of the Reporting Group. Such loans, if any, generally bear interest at a rate based on the federal funds rate plus a margin. Such indebtedness, if any, may be refinanced with other banking institutions or brokerage firms.

Item 4.   Purpose of Transaction

Item 4 of the Schedule 13D is hereby supplemented by adding the following paragraph:

The Reporting Group is filing this Second Amendment to report the sale of 175,000 Shares on March 8, 2022.

Item 5.   Interest in Securities of the Issuer

(a) The aggregate percentage of Shares reported owned by each person named herein is based upon 7,769,387 Shares stated to be outstanding by the Issuer as disclosed in the Issuer’s Quarterly Report on Form 10-Q for the period ended December 31, 2021.

As of the close of business on March 9, 2022, the Reporting Group owned, in the aggregate, 555,519 Shares, representing approximately 7.2% of the Issuer’s Shares outstanding. As the general partner of Homestead Partners and Arles Partners, Arles Advisors may be deemed to beneficially own the 516,901 Shares owned by Homestead Partners and Arles Partners representing approximately 6.7% of the Issuer’s Shares outstanding. As the sole shareholder, director and executive officer of Arles Advisors, Warren A. Mackey may be deemed to beneficially own the Shares owned by Homestead Partners and Arles Partners. Mr. Mackey individually and as the person with the sole investment discretion and voting authority for himself may be deemed to beneficially own 38,618 Shares representing approximately 0.5% of the Issuer’s outstanding Shares.

(b) By virtue of his positions with Homestead Partners, Arles Partners and Arles Advisors, as well as the sole investment discretion and voting authority for himself, Mr. Mackey has the sole authority to vote and dispose the Shares reported in this Schedule 13D.

(c) Exhibit B annexed hereto lists all transactions in the Shares during the past 60 days by the Reporting Group. All Shares reported herein were sold in the open market.

Item 7.   Material to be Filed as Exhibits

A. Joint Filing Agreement by and among the Reporting Group (previously filed with the Schedule 13D)

B. Schedule of Transactions in the Shares


CUSIP No. 74431A101   SCHEDULE 13D   Page 7 of 8 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: March 10, 2022

 

HOMESTEAD PARTNERS LP
By: ARLES ADVISORS INC, General Partner
By:  

/s/ Warren A. Mackey

  Warren A. Mackey, President
ARLES PARTNERS LP
By: ARLES ADVISORS INC, General Partner
By:  

/s/ Warren A. Mackey

  Warren A. Mackey, President
ARLES ADVISORS INC
By:  

/s/ Warren A. Mackey

  Warren A. Mackey, President
WARREN A. MACKEY

/s/ Warren A. Mackey

Warren A. Mackey


CUSIP No. 74431A101   SCHEDULE 13D   Page 8 of 8 Pages  

 

EXHIBIT B

Schedule of Transactions in the Shares

Within the Past 60 Days

 

Date

  

Shares

  

Price*

  

Amount*

     Homestead Partners LP     
3/08/2022    150,000    $16.35    $2,452,477
3/08/2022       25,000       16.42         410,585
  

 

     

 

Total

   175,000       $2,863,063
  

 

     

 

 

*

Includes brokerage commissions.