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.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
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- Peter Lynch
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
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UNDER THE SECURITIES EXCHANGE ACT OF 1934
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(Amendment No. 1)*
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First Bancshares Inc. (FBMS) (Name of Issuer) |
Common Stock (Title of Class of Securities) |
318916103 (CUSIP Number) |
09/30/2024 (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)
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 Rule 13d-1(c)
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| Rule 13d-1(d)
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SCHEDULE 13G
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| CUSIP No. | 318916103 |
| 1 | Names of Reporting Persons
FJ Capital Management LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
167,274.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.54 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IA |
Comment for Type of Reporting Person: Relating to items 6 and 9 of this page: Consists of 100,943 shares of common stock of the Issuer held by Bridge Equities V, LLC and 66,331 shares of common stock of the Issuer held by Bridge Equities XIV, LLC, of which FJ Capital Management LLC is the sub-investment advisor; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.
SCHEDULE 13G
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| CUSIP No. | 318916103 |
| 1 | Names of Reporting Persons
Martin Friedman | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
167,274.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.54 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
Comment for Type of Reporting Person: Relating to items 6 and 9 of this page: Consists of 100,943 shares of common stock of the Issuer held by Bridge Equities V, LLC and 66,331 shares of common stock of the Issuer held by Bridge Equities XIV, LLC, of which FJ Capital Management LLC is the sub-investment advisor. Martin Friedman is the Managing Member of FJ Capital Management LLC; as such, Mr. Friedman may be deemed to be a beneficial owner of reported shares but as to which Mr. Friedman disclaims beneficial ownership.
SCHEDULE 13G
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| CUSIP No. | 318916103 |
| 1 | Names of Reporting Persons
Bridge Equities V, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
100,943.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.32 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Relating to items 6, 8 and 9 of this page: Consists of 100,943 shares of common stock of the Issuer held by Bridge Equities V, LLC.
SCHEDULE 13G
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| CUSIP No. | 318916103 |
| 1 | Names of Reporting Persons
Bridge Equities XIV, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
66,331.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.21 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Relating to items 6, 8 and 9 of this page: Consists of 66,331 shares of common stock of the Issuer held by Bridge Equities XIV, LLC
SCHEDULE 13G
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| CUSIP No. | 318916103 |
| 1 | Names of Reporting Persons
SunBridge Manager, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
167,274.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.54 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Relating to items 6, 8 and 9 of this page: Consists of 100,943 shares of common stock of the Issuer held by Bridge Equities V, LLC and 66,331 shares of common stock of the Issuer held by Bridge Equities XIV LLC, of which SunBridge Manager, LLC is the Managing Member; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares.
SCHEDULE 13G
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| CUSIP No. | 318916103 |
| 1 | Names of Reporting Persons
SunBridge Holdings, LLC | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
DELAWARE
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
167,274.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.54 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Relating to items 6, 8 and 9 of this page: Consists of 100,943 shares of common stock of the Issuer held by Bridge Equities V, LLC and 66,331 shares of common stock of the Issuer held by Bridge Equities XIV LLC, of which SunBridge Manager, LLC is the Managing Member. SunBridge Holdings, LLC is the Managing Member of SunBridge Manager, LLC; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.
SCHEDULE 13G
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| CUSIP No. | 318916103 |
| 1 | Names of Reporting Persons
White Oak Legacy, Inc | ||||||||
| 2 | Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
| ||||||||
| 3 | Sec Use Only | ||||||||
| 4 | Citizenship or Place of Organization
MARYLAND
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
167,274.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
0.54 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
OO |
Comment for Type of Reporting Person: Relating to items 6, 8 and 9 of this page: Consists of 100,943 shares of common stock of the Issuer held by Bridge Equities V, LLC and 66,331 shares of common stock of the Issuer held by Bridge Equities XIV LLC, of which SunBridge Manager, LLC is the Managing Member. SunBridge Holdings, LLC is the Managing Member of SunBridge Manager, LLC. White Oak Legacy, Inc. is the Manager of SunBridge Holdings, LLC; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.
SCHEDULE 13G
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| Item 1. | ||
| (a) | Name of issuer:
First Bancshares Inc. (FBMS) | |
| (b) | Address of issuer's principal executive offices:
6480 U.S. Highway 98 West, Suite A, Hattiesburg, MS 39402 | |
| Item 2. | ||
| (a) | Name of person filing:
FJ Capital Management LLCBridge Equities V, LLCBridge Equities XIV, LLCMartin FriedmanSunBridge Manager, LLCSunBridge Holdings, LLCWhite Oak Legacy, Inc | |
| (b) | Address or principal business office or, if none, residence:
FJ Capital Management, LLC7901 Jones Branch Drive, Suite 210McLean, VA 22102Martin Friedman7901 Jones Branch Drive, Suite 210McLean, VA 22102Bridge Equities V, LLC8171 Maple Lawn Blvd, Suite 375Fulton, MD 20759Bridge Equities XIV, LLC8171 Maple Lawn Blvd, Suite 375Fulton, MD 20759SunBridge Manager, LLC8171 Maple Lawn Blvd, Suite 375Fulton, MD 20759SunBridge Holdings, LLC8171 Maple Lawn Blvd, Suite 375Fulton, MD 20759White Oak Legacy, Inc8171 Maple Lawn Blvd, Suite 375Fulton, MD 20759 | |
| (c) | Citizenship:
Bridge Equities V, LLC, Bridge Equities XIV, LLC, and FJ Capital Management LLC, SunBridge Manager, LLC,SunBridge Holdings, LLC - Delaware limited liability companiesMartin Friedman - United States citizenWhite Oak Legacy, Inc - Maryland corporation | |
| (d) | Title of class of securities:
Common Stock | |
| (e) | CUSIP No.:
318916103 | |
| 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);
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| (b) | Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
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| (c) | Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
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| (d) | Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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| (e) | An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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| (f) | An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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| (g) | A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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| (h) | A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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| (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);
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| (j) | A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
FJ Capital Management LLC - 167,274 sharesMartin Friedman - 167,274 sharesBridge Equities V, LLC - 100,943 sharesBridge Equities XIV, LLC - 66,331 sharesSunBridge Manager, LLC - 167,274 sharesSunBridge Holdings, LLC - 167,274 sharesWhite Oak Legacy, Inc - 167,274 shares | |
| (b) | Percent of class:
FJ Capital Management LLC - 0.54%Martin Friedman - 0.54%Bridge Equities V, LLC - 0.32%Bridge Equities XIV, LLC - 0.21%SunBridge Manager, LLC - 0.54%SunBridge Holdings, LLC - 0.54%White Oak Legacy, Inc - 0.54% %
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| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
0 | ||
| (ii) Shared power to vote or to direct the vote:
FJ Capital Management LLC - 167,274 sharesMartin Friedman - 167,274 sharesBridge Equities V, LLC - 100,943 sharesBridge Equities XIV, LLC - 66,331 sharesSunBridge Manager, LLC - 167,274 sharesSunBridge Holdings, LLC - 167,274 sharesWhite Oak Legacy, Inc - 167,274 shares | ||
| (iii) Sole power to dispose or to direct the disposition of:
0 | ||
| (iv) Shared power to dispose or to direct the disposition of:
FJ Capital Management LLC - 0 sharesMartin Friedman - 0 sharesBridge Equities V, LLC - 100,943 sharesBridge Equities XIV, LLC - 66,331 sharesSunBridge Manager, LLC - 167,274 sharesSunBridge Holdings, LLC - 167,274 sharesWhite Oak Legacy, Inc - 167,274 shares | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
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Ownership of 5 percent or less of a class
| ||
| Item 6. | Ownership of more than 5 Percent on Behalf of Another Person. | |
Not Applicable
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| 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
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| Item 8. | Identification and Classification of Members of the Group. | |
Not Applicable
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| Item 9. | Notice of Dissolution of Group. | |
Not Applicable
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| Item 10. | Certifications: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11. |
| SIGNATURE | |
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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