Sec Form 13D Filing - FITZGERALD THOMAS G filing for CHAIN BRDG BANCORP INC (CBNA) - 2024-11-15

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 disclosures provided in a prior cover page.

 Names of Reporting Persons

 Peter G. Fitzgerald

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 U.S.A.

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 777,240⁽¹⁾

 Shared Voting Power

 250,580⁽²⁾

 Sole Dispositive Power

 777,240⁽¹⁾

 Shared Dispositive Power

 250,580⁽²⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 1,027,820

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 27.6%⁽³⁾

 Type of Reporting Person (See Instructions)

 IN

Excludes (i) 1,288,260 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which Peter G. Fitzgerald expressly disclaims beneficial ownership. This report shall not be construed as an admission that Peter G. Fitzgerald is the beneficial owner of such securities or that he is acting in concert with any other Reporting Person.

Includes (i) 229,500 shares of Class B Common Stock held directly by Peter G. Fitzgerald; (ii) 444,550 shares held by the Everglades Trust for which he serves as the advisor and for which he may be deemed to have sole voting or investment power; and (iii) 103,190 shares held by the JBF 2013 Trust for which he serves as sole trustee and for which he may be deemed to have sole voting or investment power.

Includes (i) 68,000 shares of Class B Common Stock held by the spouse of Peter G. Fitzgerald and (ii) 103,020 and 79,560 shares of Class B Common Stock held by the Fitzgerald 2002 Special Trust and the GFF Family Trust, respectively, for which Peter G. Fitzgerald serves as a co-trustee and for which he may be deemed to have shared voting or investment power.

This percentage is calculated based on 3,729,707 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, filed with the Securities and Exchange Commission (“SEC”) on November 13, 2024 (the “Quarterly Report”) and (ii) 1,027,820 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Julie Fitzgerald Schauer

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 U.S.A.

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 436,220⁽¹⁾

 Shared Voting Power

 211,140⁽²⁾

 Sole Dispositive Power

 436,220⁽¹⁾

 Shared Dispositive Power

 211,140⁽²⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 647,360

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 19.3%⁽³⁾

 Type of Reporting Person (See Instructions)

 IN

Excludes (i) 1,668,720 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which Julie Fitzgerald Schauer expressly disclaims beneficial ownership. This report shall not be construed as an admission that Julie Fitzgerald Schauer is the beneficial owner of such securities or that she is acting in concert with any other Reporting Person.

Includes 436,220 shares of Class B Common Stock held by the Julie F. Schauer 1994 Trust for which Julie Fitzgerald Schauer serves as the trustee and is the sole beneficiary.

Includes 211,140 shares of Class B Common Stock held by JEM Management, L.P., a family limited partnership of which Julie Fitzgerald Schauer is the trustee of the majority general partner and for which she may be deemed to have shared voting or investment power.

This percentage is calculated based on 3,349,247 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 647,360 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Gerald F. Fitzgerald, Jr.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 U.S.A.

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 141,950⁽¹⁾

 Shared Voting Power

 393,720⁽²⁾

 Sole Dispositive Power

 141,950⁽¹⁾

 Shared Dispositive Power

 393,720⁽²⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 535,670

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 16.6%⁽³⁾

 Type of Reporting Person (See Instructions)

 IN

Excludes (i) 1,780,410 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which Gerald F. Fitzgerald, Jr. expressly disclaims beneficial ownership. This report shall not be construed as an admission that Gerald F. Fitzgerald, Jr. is the beneficial owner of such securities or that he is acting in concert with any other Reporting Person.

Includes 141,950 shares held by S C Investments II, L.P., a family limited partnership of which Gerald F. Fitzgerald, Jr. is the general partner and for which he may be deemed to have sole voting or investment power.

Includes (i) 211,140 shares of Class B Common Stock held by JEM Management, L.P., a family limited partnership of which Gerald F. Fitzgerald, Jr. is the managing general partner and for which he may be deemed to have shared voting or investment power and (ii) 103,020 and 79,560 shares held by the Fitzgerald 2002 Special Trust and the GFF Family Trust, respectively, for which Gerald F. Fitzgerald, Jr. serves as a co-trustee and for which he may be deemed to have shared voting or investment power.

This percentage is calculated based on 3,237,557 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 535,670 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 James G. Fitzgerald

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 U.S.A.

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 110,500⁽¹⁾

 Shared Voting Power

 352,580⁽²⁾

 Sole Dispositive Power

 110,500⁽¹⁾

 Shared Dispositive Power

 352,580⁽²⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 463,080

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 14.6%⁽³⁾

 Type of Reporting Person (See Instructions)

 IN

Excludes (i) 1,853,000 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which James G. Fitzgerald expressly disclaims beneficial ownership. This report shall not be construed as an admission that James G. Fitzgerald is the beneficial owner of such securities or that he is acting in concert with any other Reporting Person.

Includes (i) 59,500 shares of Class B Common Stock held directly by James G. Fitzgerald and (ii) 51,000 shares of Class B Common Stock held by Anhinga Trust for which James G. Fitzgerald serves as a trustee and for which he may be deemed to have sole voting or investment power.

Includes (i) 170,000 shares of Class B Common Stock held by Otis Road Investments, L.P., a family limited partnership for which James G. Fitzgerald is a co-manager of the limited liability company managing general partner and for which he may be deemed to have shared voting or investment power and (ii) 103,020 and 79,560 shares of Class B Common Stock held by the Fitzgerald 2002 Special Trust and the GFF Family Trust, respectively, for which James G. Fitzgerald serves as a co-trustee and for which he may be deemed to have shared voting or investment power.

This percentage is calculated based on 3,164,967 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 463,080 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Thomas G. Fitzgerald

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 U.S.A.

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 0

 Shared Voting Power

 371,620⁽¹⁾

 Sole Dispositive Power

 0

 Shared Dispositive Power

 371,620⁽¹⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 371,620

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 12.1%⁽²⁾

 Type of Reporting Person (See Instructions)

 IN

Excludes (i) 1,944,460 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which Thomas G. Fitzgerald expressly disclaims beneficial ownership. This report shall not be construed as an admission that Thomas G. Fitzgerald is the beneficial owner of such securities or that he is acting in concert with any other Reporting person.

Includes (i) 189,040 shares of Class B Common Stock held by TGF Investments, L.P., a family limited partnership for which Thomas G. Fitzgerald is a co-manager of the limited liability company managing general partner and for which he may be deemed to have shared voting or investment power and (ii) 103,020 and 79,560 shares of Class B Common Stock held by the Fitzgerald 2002 Special Trust and the GFF Family Trust, respectively, for which Thomas G. Fitzgerald serves as a co-trustee and for which he may be deemed to have shared voting or investment power.

This percentage is calculated based on 3,073,507 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 371,620 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Thomas G. Fitzgerald, Jr.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 U.S.A.

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 7,310⁽¹⁾

 Shared Voting Power

 208,544⁽²⁾

 Sole Dispositive Power

 7,310⁽¹⁾

 Shared Dispositive Power

 208,544⁽²⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 215,854

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 7.4%⁽³⁾

 Type of Reporting Person (See Instructions)

 IN

Excludes (i) 2,102,730 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 2,504 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which Thomas G. Fitzgerald, Jr. expressly disclaims beneficial ownership. This report shall not be construed as an admission that Thomas G. Fitzgerald, Jr. is the beneficial owner of such securities or that he is acting in concert with any other Reporting Person.

Includes 7,310 shares of Class B Common Stock held directly by Thomas G. Fitzgerald, Jr.

Includes (i) 2,504 shares of Class A Common Stock and (ii) 17,000 shares of Class B Common Stock, in each case jointly owned by Thomas G. Fitzgerald, Jr. and his spouse and (iii) 189,040 shares of Class B Common Stock held by TGF Investments, L.P., a family limited partnership for which Thomas G. Fitzgerald, Jr. is a co-manager of the limited liability company managing general partner and for which he may be deemed to have shared voting or investment power.

This percentage is calculated based on 2,915,237 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 213,350 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Lauren Fitzgerald Peterson

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 U.S.A.

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 0

 Shared Voting Power

 189,040⁽¹⁾

 Sole Dispositive Power

 0

 Shared Dispositive Power

 189,040⁽¹⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 189,040

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 6.5%⁽²⁾

 Type of Reporting Person (See Instructions)

 IN

Excludes (i) 2,127,040 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which Lauren Fitzgerald Peterson expressly disclaims beneficial ownership. This report shall not be construed as an admission that Lauren Fitzgerald Peterson is the beneficial owner of such securities or that she is acting in concert with any other Reporting Person.

Includes 189,040 shares of Class B Common Stock held by TGF Investments, L.P., a family limited partnership for which Lauren Fitzgerald Peterson is a co-manager of the limited liability company managing general partner and for which she may be deemed to have shared voting or investment power.

This percentage is calculated based on 2,890,927 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 189,040 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Andrew J. Fitzgerald

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 U.S.A.

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 7,604⁽¹⁾

 Shared Voting Power

 170,000⁽²⁾

 Sole Dispositive Power

 7,604⁽¹⁾

 Shared Dispositive Power

 170,000⁽²⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 177,604

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 6.2%⁽³⁾

 Type of Reporting Person (See Instructions)

 IN

Excludes (i) 2,140,980 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 2,504 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which Andrew J. Fitzgerald expressly disclaims beneficial ownership. This report shall not be construed as an admission that Andrew J. Fitzgerald is the beneficial owner of such securities or that he is acting in concert with any other Reporting Person.

Includes: (i) 2,504 shares of Class A Common Stock; and (ii) 5,100 shares of Class B Common Stock, both held by the Andrew J. Fitzgerald 2011 Trust, of which Andrew J. Fitzgerald serves as the trustee and is the sole beneficiary.

Includes 170,000 shares of Class B Common Stock held by Otis Road Investments, L.P., a family limited partnership for which Andrew J. Fitzgerald is a managing general partner and a co-manager of the limited liability company managing general partner and for which he may be deemed to have shared voting or investment power.

This percentage is calculated based on 2,876,987 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 175,100 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Everglades Trust

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Florida

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 444,550⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 444,550⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 444,550

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 14.1%⁽²⁾

 Type of Reporting Person (See Instructions)

 OO

Excludes (i) 1,871,530 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which the Everglades Trust expressly disclaims beneficial ownership. This report shall not be construed as an admission that the Everglades Trust is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 444,550 shares of Class B Common Stock held directly by the Everglades Trust.

This percentage is calculated based on 3,146,437 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 444,550 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Julie F. Schauer 1994 Trust

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Illinois

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 436,220⁽¹⁾

 Shared Voting Power

 211,140⁽²⁾

 Sole Dispositive Power

 436,220⁽¹⁾

 Shared Dispositive Power

 211,140⁽²⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 647,360

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 19.3%⁽³⁾

 Type of Reporting Person (See Instructions)

 OO

Excludes (i) 1,879,860 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each held by other Reporting Persons identified herein as to which the Julie F. Schauer 1994 Trust expressly disclaims beneficial ownership. This report shall not be construed as an admission that the Julie F. Schauer 1994 Trust is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 436,220 shares of Class B Common Stock held directly by the Julie F. Schauer 1994 Trust.

Includes 211,140 shares held by JEM Management, L.P. for which the Julie F. Schauer 1994 Trust is the majority general partner and for which it may be deemed to have shared voting or investment power.

This percentage is calculated based on 3,349,247 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 647,360 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 JBF 2013 Trust

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

Ȁ 2;Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Virginia

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 103,190⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 103,190⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 103,190

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 3.7%⁽²⁾

 Type of Reporting Person (See Instructions)

 OO

Excludes (i) 2,212,890 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which the JBF 2013 Trust expressly disclaims beneficial ownership. This report shall not be construed as an admission that the JBF 2013 Trust is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 103,190 shares of Class B Common Stock held directly by the JBF 2013 Trust.

This percentage is calculated based on 2,805,077 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 103,190 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Fitzgerald 2002 Special Trust

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Illinois

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 103,020⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 103,020⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 103,020

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 3.7%⁽²⁾

 Type of Reporting Person (See Instructions)

 OO

Excludes (i) 2,213,060 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which the Fitzgerald 2002 Special Trust expressly disclaims beneficial ownership. This report shall not be construed as an admission that the Fitzgerald 2002 Special Trust is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 436,220 shares of Class B Common Stock held directly by Fitzgerald 2002 Special Trust.

This percentage is calculated based on 2,804,907 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 103,020 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 GFF Family Trust

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Florida

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 79,560⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 79,560⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 79,560

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 2.9%⁽²⁾

 Type of Reporting Person (See Instructions)

 OO

Excludes (i) 2,236,520 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which the GFF Family Trust expressly disclaims beneficial ownership. This report shall not be construed as an admission that the GFF Family Trust is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 79,560 shares of Class B Common Stock held directly by the GFF Family Trust.

This percentage is calculated based on 2,781,447 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 79,560 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Anhinga Trust

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Florida

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 51,000⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 51,000⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 51,000

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 1.9%⁽²⁾

 Type of Reporting Person (See Instructions)

 OO

Excludes (i) 2,265,080 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A held by other Reporting Persons hereto as to which Anhinga Trust expressly disclaims beneficial ownership. This report shall not be construed as an admission that the Anhinga Trust is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 51,000 shares of Class B Common Stock held directly by Anhinga Trust.

This percentage is calculated based on 2,752,887 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 51,000 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Andrew J. Fitzgerald 2011 Trust

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 California

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 7,604⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 7,604⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 7,604

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 0.3%⁽²⁾

 Type of Reporting Person (See Instructions)

 OO

Excludes (i) 2,310,980 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 2,504 shares of Class A held by other Reporting Persons hereto as to which the Andrew J. Fitzgerald 2011 Trust expressly disclaims beneficial ownership. This report shall not be construed as an admission that the Andrew J. Fitzgerald 2011 Trust is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes: (i) 5,100 shares of Class B Common Stock; and (ii) 2,504 shares of Class A Common Stock held directly by the Andrew J. Fitzgerald 2011 Trust.

This percentage is calculated based on 2,706,987 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 5,100 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 JEM Management, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 211,140⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 211,140⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 211,140

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 7.3%⁽²⁾

 Type of Reporting Person (See Instructions)

 PN

Excludes (i) 2,104,940 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which JEM Management, L.P. expressly disclaims beneficial ownership. This report shall not be construed as an admission that JEM Management, L.P. is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 211,140 shares of Class B Common Stock held directly by JEM Management, L.P.

This percentage is calculated based on 2,913,027 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 211,140 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 TGF Investments, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 189,040⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 189,040⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 189,040

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 6.5%⁽²⁾

 Type of Reporting Person (See Instructions)

 PN

Excludes (i) 2,127,040 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which TGF Investments, L.P. expressly disclaims beneficial ownership. This report shall not be construed as an admission that TGF Investments, L.P. is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 189,040 shares of Class B Common Stock held directly by TGF Investments, L.P.

This percentage is calculated based on 2,890,927 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 189,040 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 TF Management, LLC

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Florida

Number of

Shares

B eneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 189,040⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 189,040⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 189,040

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 6.5%⁽²⁾

 Type of Reporting Person (See Instructions)

 OO

Excludes (i) 2,127,040 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which TF Management, LLC expressly disclaims beneficial ownership. This report shall not be construed as an admission that TF Management, LLC is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 189,040 shares of Class B Common Stock held by TGF Investments, L.P. for which TF Management, LLC is the managing general partner and for which it may be deemed to have sole voting or investment power.

This percentage is calculated based on 2,890,927 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 189,040 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Otis Road Investments, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 OO - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 170,000⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 170,000⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 170,000

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 5.9%⁽²⁾

 Type of Reporting Person (See Instructions)

 PN

Excludes (i) 2,146,080 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which Otis Road Investments, L.P. expressly disclaims beneficial ownership. This report shall not be construed as an admission that Otis Road Investments, L.P. is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 170,000 shares of Class B Common Stock held directly by Otis Road Investments, L.P.

This percentage is calculated based on 2,871,887 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 170,000 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 Otis Management, LLC

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Florida

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 0

 Shared Voting Power

 170,000⁽¹⁾

 Sole Dispositive Power

 0

 Shared Dispositive Power

 170,000⁽¹⁾

 Aggregate Amount Beneficially Owned by Each Reporting Person

 170,000

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 5.9%⁽²⁾

 Type of Reporting Person (See Instructions)

 OO

Excludes (i) 2,146,080 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which Otis Management, LLC expressly disclaims beneficial ownership. This report shall not be construed as an admission that Otis Management, LLC is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 170,000 shares of Class B Common Stock held by Otis Road Investments, L.P. for which Otis Management, LLC is a managing general partner and for which it may be deemed to have shared voting or investment power.

This percentage is calculated based on 2,871,887 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 170,000 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.

 Names of Reporting Persons

 S C Investments II, L.P.

 Check the Appropriate Box if a Member of a Group (See Instructions)

 (a) ☐  (b) ☒

 SEC Use Only

 Source of Funds (See Instructions)

 00 - See Item 3 of Statement

 Check if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e)

 ☐

 Citizenship or Place of Organization

 Delaware

Number of

Shares

Beneficially 

Owned by

Each

Reporting

Person

With:

 Sole Voting Power

 141,950⁽¹⁾

 Shared Voting Power

 0

 Sole Dispositive Power

 141,950⁽¹⁾

 Shared Dispositive Power

 0

 Aggregate Amount Beneficially Owned by Each Reporting Person

 141,950

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

 ☒*

 Percent of Class Represented by Amount in Row (11)

 5.0%⁽²⁾

 Type of Reporting Person (See Instructions)

 PN

Excludes (i) 2,174,130 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock and (ii) 5,008 shares of Class A Common Stock, in each case held by other Reporting Persons identified herein as to which S C Investments II, L.P. expressly disclaims beneficial ownership. This report shall not be construed as an admission that S C Investments II, L.P. is the beneficial owner of such securities or that it is acting in concert with any other Reporting Person.

Includes 141,950 shares of Class B Common Stock held directly by S C Investments II, L.P.

This percentage is calculated based on 2,843,837 shares of Class A Common Stock, which include (i) 2,701,887 outstanding shares of Class A Common Stock as reported in the Quarterly Report and (ii) 141,950 shares of Class A Common Stock issuable upon conversion of an equal number of shares of Class B Common Stock held by the Reporting Person.