Castle Creek reduces CFBK stake to 492,080 shares; beneficial ownership 9.9%

Rhea-AI Filing Summary

Amendment No. 14 to Schedule 13D reports that Castle Creek Capital Partners VII, LP (Fund VII) sold 79,368 shares of CF Bankshares Inc. Voting Common Stock in multiple open-market transactions between August 28, 2025 and September 4, 2025, generating proceeds of $1,937,537.46 (net of fees). After those sales Fund VII holds 492,080 shares of Voting Common Stock and is deemed to beneficially own 609,649 shares (approximately 9.9%) when including up to 117,569 shares issuable upon conversion of Non-Voting Common Stock subject to an Ownership Cap. The filing discloses the specific per-share weighted average prices for each sale and states 212,731 Non-Voting shares are excluded from beneficial ownership because they cannot be converted within the next 60 days due to the Ownership Cap.

Positive

• Transparent disclosure of open-market sales including share counts and weighted average prices
• Continues to report a substantial beneficial stake (~9.9%), signaling retained economic interest
• Realized proceeds of $1,937,537.46 from the reported sales, improving liquidity position

Negative

• Reduction in direct Voting Common holdings to 492,080 shares after selling 79,368 shares
• Approaching the 10% threshold which can affect regulatory or market perceptions of influence

Insights

Financial Analyst

TL;DR: Fund VII reduced its direct Voting Common holdings but remains a near-10% beneficial owner after conversion assumptions.

The amendment documents material open-market dispositions totaling 79,368 shares for proceeds of $1.94 million, decreasing Fund VII's direct Voting Common holdings to 492,080 shares. The report clarifies beneficial ownership at 609,649 shares (9.9%) when including the maximum convertible amount of 117,569 shares under the Ownership Cap. The filing is transparent on trade dates and weighted average prices, which helps investors track liquidity events and potential shifts in voting influence. On balance, this is a routine disclosure of portfolio rebalancing rather than an activist escalation or control change.

Corporate Governance Expert

TL;DR: The filing confirms shared voting/dispositive power and explains conversion limits tied to an Ownership Cap.

The amendment reiterates that Fund VII shares voting and dispositive power with its general partner/affiliate and disclaims independent beneficial ownership by CCC VII except for pecuniary interest. Crucially, the statement explains which Non-Voting shares are excluded from current beneficial ownership because the Ownership Cap prevents near-term conversion. This preserves clarity on potential dilution and voting dynamics without indicating an immediate proxy or control contest.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

(Amendment No. 14)

CF BANKSHARES INC.

(Name of Issuer)

Common Stock, par value $0.01 per share

(Title of Class of Securities)

12520L109

(CUSIP Number)

Deborah Sykes
11682 El Camino Real, Suite 320,
San Diego, CA, 92130
858-756-8300

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

09/04/2025

(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).

SCHEDULE 13D

CUSIP No. 12520L109

1

Name of reporting person

Castle Creek Capital Partners VII, LP

2

Check the appropriate box if a member of a Group (See Instructions)

(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 0.00
8	Shared Voting Power 609,649.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 609,649.00

11

Aggregate amount beneficially owned by each reporting person

609,649.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.9 %

14

Type of Reporting Person (See Instructions)

PN

Comment for Type of Reporting Person:

(1) The information set forth in Item 5 of this statement on Schedule 13D is incorporated herein by reference.

SCHEDULE 13D

CUSIP No. 12520L109

1

Name of reporting person

Castle Creek Capital VII LLC

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

AF, 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 0.00
8	Shared Voting Power 609,649.00
9	Sole Dispositive Power 0.00
10	Shared Dispositive Power 609,649.00

11

Aggregate amount beneficially owned by each reporting person

609,649.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

9.9 %

14

Type of Reporting Person (See Instructions)

HC, OO

Comment for Type of Reporting Person:

(1) The information set forth in Item 5 of this statement on Schedule 13D is incorporated herein by reference.

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, par value $0.01 per share
(b)	Name of Issuer: CF BANKSHARES INC.
(c)	Address of Issuer's Principal Executive Offices: 4960 E. Dublin Granville Road, Suite #400, Columbus, OHIO , 43081.
Item 1 Comment: This Amendment No. 14 to Schedule 13D (this "Amendment No. 14") amends and supplements the Schedule 13D filed on December 24, 2019 (the "Original Schedule 13D", and as amended by Amendment No. 1 filed on March 31, 2020, Amendment No. 2 filed on June 1, 2020, Amendment No. 3 filed on November 26, 2024, Amendment No. 4 filed on December 3, 2024, Amendment No. 5 filed on December 12, 2024, Amendment No. 6 filed on May 14, 2025, Amendment No. 7 filed on May 22, 2025, Amendment No. 8 filed on July 3, 2025, Amendment No. 9 filed on July 10, 2025, Amendment No. 10 filed on July 23, 2025, Amendment No. 11 filed on August 15, 2025, Amendment No. 12 filed on August 26, 2025 and Amendment No. 13 filed on August 29, 2025, the "Schedule 13D") with the U.S. Securities and Exchange Commission (the "SEC"), relating to the shares of common stock, par value $0.01 per share ("Voting Common Stock"), of CF Bankshares Inc. (formerly known as Central Federal Corporation) (the "Issuer" or the "Company"). Unless specifically amended hereby, the disclosures set forth in the Schedule 13D remain unchanged. Capitalized terms used in this Amendment No. 14 that are not otherwise defined herein have the meanings attributed to them in the Original Schedule 13D.
Item 3.	Source and Amount of Funds or Other Consideration
	Item 3 of the Schedule 13D is hereby amended and supplemented by adding the following: Between August 28, 2025 and September 4, 2025 (inclusive), Castle Creek Capital Partners VII, LP ("Fund VII") sold an aggregate of 79,368 shares of Voting Common Stock for proceeds of $1,937,537.46, which represents an amount net of commissions and fees, in various open-market transactions. Following such transactions, Fund VII owns 492,080 shares of Voting Common Stock.
Item 5.	Interest in Securities of the Issuer
(a)	Item 5(a) and (b) of the Schedule 13D is hereby amended and supplemented as follows: Fund VII is deemed to beneficially own 609,649 shares of the Voting Common Stock, which represents approximately 9.9%* of the Voting Common Stock. Such number of shares of Voting Common Stock includes (i) the 492,080 shares of Voting Common Stock held by Fund VII and (ii) the maximum number of shares (i.e., 117,569 shares) of Voting Common Stock issuable to Fund VII and its affiliates upon conversion of the Non-Voting Common Stock held by Fund VII taking into consideration the Ownership Cap. Such number of shares of Voting Common Stock excludes 212,731 shares of Non-Voting Common Stock. Since Fund VII does not presently, and will not within the next 60 days, have the right to acquire Voting Common Stock in respect of such Non-Voting Common Stock (due in part to the Ownership Cap), those underlying shares are not included in the amount reported herein. *This calculation is based on 6,158,076 shares of Voting Common Stock of the Company outstanding, which was calculated based on (i) 5,772,207 shares of Voting Common Stock outstanding as of August 4, 2025, as reported in the Company's Quarterly Report on Form 10-Q filed with the SEC on August 8, 2025, (ii) increased by the 268,300 shares of Voting Common Stock issued to Fund VII upon conversion of an equal number of shares of Non-Voting Common Stock on September 4, 2025 and (iii) increased by the 117,569 shares of Voting Common Stock that would be issued to Fund VII upon conversion of the maximum number of shares of Non-Voting Common Stock permitted in light of the Ownership Cap.
(b)	Fund VII has shared power to vote or direct the vote and shared power to dispose or direct the disposition of the 609,649 shares of Voting Common Stock described above with CCC VII. CCC VII disclaims beneficial ownership of the Voting Common Stock beneficially owned by Fund VII, except to the extent of its pecuniary interest therein.
(c)	Item 5(c) of the Schedule 13D is hereby amended and supplemented as follows: Except as previously disclosed in the Schedule 13D, Fund VII has engaged in the following open market, broker-assisted transactions with respect to the Voting Common Stock during the last 60 days through the date of the event which requires filing of this Schedule 13D: (i) 5,942 shares of Voting Common Stock sold on August 28, 2025 at a price of $24.55 per share; (ii) 10,579 shares of Voting Common Stock sold on August 29, 2025 at a weighted average price of $24.61 per share (in multiple open market, broker-assisted transactions ranging from $24.60 to $24.87 per share, inclusive); (iii) 17,152 shares of Voting Common Stock sold on September 2, 2025 at a weighted average price of $24.51 per share (in multiple open market, broker-assisted transactions ranging from $24.50 to $24.57 per share, inclusive); (iv) 8,539 shares of Voting Common Stock sold on September 3, 2025 at a weighted average price of $24.42 per share (in multiple open market, broker-assisted transactions ranging from $24.40 to $24.50 per share, inclusive); and (v) 37,156 shares of Voting Common Stock sold on September 4, 2025 at a weighted average price of $24.35 per share (in multiple open market, broker-assisted transactions ranging from $24.30 to $24.50 per share, inclusive).

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.

Castle Creek Capital Partners VII, LP

Signature:	/s/ Tony Scavuzzo
Name/Title:	Tony Scavuzzo, Managing Principal
Date:	09/08/2025

Castle Creek Capital VII LLC

Signature:	/s/ Tony Scavuzzo
Name/Title:	Tony Scavuzzo, Managing Principal
Date:	09/08/2025

FAQ

How many CF Bankshares (CFBK) Voting Common shares did Castle Creek Capital Partners VII sell?

Fund VII sold 79,368 shares of Voting Common Stock in open-market transactions between August 28, 2025 and September 4, 2025.

What proceeds did Castle Creek receive from the recent CFBK share sales?

The sales generated net proceeds of $1,937,537.46 after commissions and fees.

How many CFBK Voting Common shares does Fund VII own now and what is its beneficial ownership?

Fund VII directly holds 492,080 Voting Common shares and is deemed to beneficially own 609,649 shares (about 9.9%) including convertible Non-Voting shares up to the Ownership Cap.

Why are 212,731 Non-Voting Common shares excluded from the beneficial ownership calculation?

Those 212,731 Non-Voting shares are excluded because Fund VII does not presently, and will not within the next 60 days, have the right to convert them into Voting Common Stock due to the Ownership Cap.

At what prices were the recent CFBK share sales executed?

Sales ranged by date with weighted average prices of $24.55, $24.61, $24.51, $24.42, and $24.35 per share on the reported trade dates.