Sec Form 13D Filing - ENDICOTT MANAGEMENT CO filing for Metropolitan Bank Holding Corp. (MCB) - 2021-11-05

CUSIP No. 591774104

SCHEDULE 13D

Page 6 of 9 Pages

1

NAMES OF REPORTING PERSONS

 

 

 Robert I. Usdan (in the capacity described herein)

 

 

 

 

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

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(b)

☐

 

 

3

SEC USE ONLY

 

 

 

 

 

 

 

4

SOURCE OF FUNDS (SEE INSTRUCTIONS)

 

 

 AF

 

 

 

 

5

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E)

 

☐

 

 

 

 

6

CITIZENSHIP OR PLACE OF ORGANIZATION

 

 

 United States

 

 

 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

7

SOLE VOTING POWER

 

 

 -0-

 

 

 

 

8

SHARED VOTING POWER

 

 

 716 shares of Common Stock

 

 

 

 

9

SOLE DISPOSITIVE POWER

 

 

 -0-

 

 

 

 

10

SHARED DISPOSITIVE POWER

 

 

 716 shares of Common Stock

 

 

 

 

11

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

 

 716 shares of Common Stock

 

 

 

 

12

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

 

☐

 

 

 

 

13

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

 

 

 0%

 

 

 

 

14

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

 

 IN

 

 

 

 

Item 1.

SECURITY AND ISSUER

This Amendment No. 1 to Schedule 13D (the “Amendment”) amends the Schedule 13D originally filed on November 20, 2017 (the “Original Schedule 13D”) and relates to the shares of voting common stock, par value $0.01 per share, (the “Common Stock”), of Metropolitan Bank Holding Corp., a New York corporation (the “Issuer”). The Issuer’s principal executive offices are located at 99 Park Avenue, New York, New York 10016. Disclosure Items set forth in the Original Schedule 13D shall remain in effect, except to the extent expressly amended hereby and (as modified herein) are incorporated into such Original Schedule 13D filing. Capitalized terms used in this Amendment and not otherwise defined shall have the meanings ascribed to them in the Original Schedule 13D.

Item 4.

PURPOSE OF TRANSACTION

Item 4 of the Original Schedule 13D is hereby amended by adding the following :

Item 5.

INTEREST IN SECURITIES OF THE ISSUER

 

Item 5 is hereby amended and restated as follows:

The information contained in rows 7, 8, 9, 10, 11 and 13 on the cover pages of this Amendment and the information set forth in Items 2 and 4 is incorporated by reference in its entirety into this Item 5.

 

(a) and (b)

After giving effect to the transactions described in Item 5(c) below, each of the Reporting Persons may be deemed to beneficially own and share the power to vote and dispose of 716 shares of Common Stock, which represents .00006% of the Common Stock outstanding.

All percentages of Common Stock outstanding contained herein are based on 10,644,193 shares of Common Stock outstanding, as of September 30, 2021, as reported in the Issuer’s financial statements attached as Exhibit 99.1 to its Current Report on Form 8-K filed with the SEC on October 21, 2021.

 

(c)

Schedule A, attached hereto, sets forth the transactions effected by the Reporting Persons in shares of the Common Stock during the 60 days preceding the filing date of this Amendment. All transactions set forth on Schedule A and otherwise disclosed in this Amendment were effected in the ordinary course of business of each Reporting Person.

 

(d)

No person other than the Reporting Persons is known by any Reporting Person to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock beneficially owned by the Reporting Persons and described in this Item 5.

 

(e)

As of the close of business on September 23, 2021, the Reporting Persons ceased to be the beneficial owners of more than five percent of the Common Stock.