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[SCHEDULE 13D/A] CF BANKSHARES INC. SEC Filing

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13D/A
Rhea-AI Filing Summary

Castle Creek Capital Partners VII, LP amended its Schedule 13D to report open-market sales and an updated beneficial ownership position in CF Bankshares Inc. Between September 9 and September 22, 2025, Fund VII sold an aggregate of 137,263 shares of Voting Common Stock for proceeds of $3,406,467.98 (net of commissions). After those sales Fund VII directly holds 277,921 shares. The filing states Fund VII is deemed to beneficially own 608,221 shares, or approximately 9.5% of the Voting Common Stock, counting 330,300 shares issuable upon conversion of Non-Voting Common Stock. The calculation is based on a total of 6,370,807 Voting Common shares outstanding.

Positive
  • Transparent disclosure of trade dates, volumes, and weighted average prices for each transaction
  • Continues to hold a material beneficial stake of 608,221 shares (9.5%) when conversions are included
Negative
  • Direct holdings reduced by the sale of 137,263 shares, lowering Fund VII's immediately held voting shares to 277,921
  • Sales occurred across multiple days at weighted average prices ranging roughly from $24.40 to $25.43, realizing net proceeds of $3.41 million

Insights

TL;DR: Fund VII reduced its direct stake through planned open-market sales but remains a near-10% beneficial owner.

The schedule amendment discloses that Fund VII executed broker-assisted open-market sales totaling 137,263 shares for net proceeds of $3.41 million over September 9–22, 2025. Direct holdings decreased to 277,921 shares, but reported beneficial ownership remains 608,221 shares (9.5%) when including convertible non-voting shares. The disclosure clarifies trading prices, dates, and the conversion mechanics that underpin the percent ownership calculation. For investors, this is a clear, timely update of an activist/large holder position rather than an unexpected control change.

TL;DR: The filing is a routine material-disclosure update showing partial sales while retaining significant convertible-linked influence.

The amendment transparently reports the mechanics of beneficial ownership: Fund VII’s beneficial stake includes both actual voting shares and shares issuable on conversion of Non-Voting Common Stock (330,300 shares). Shared voting and dispositive power are reported with affiliated entities. The disclosure meets Schedule 13D standards by detailing transaction timing, weighted average prices, and the resulting ownership percentage, which is relevant to board and shareholder dynamics but does not by itself indicate a change in control intent.






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




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




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


Castle Creek Capital Partners VII, LP
Signature:/s/ Tony Scavuzzo
Name/Title:Tony Scavuzzo, Managing Principal
Date:09/23/2025
Castle Creek Capital VII LLC
Signature:/s/ Tony Scavuzzo
Name/Title:Tony Scavuzzo, Managing Principal
Date:09/23/2025

FAQ

How many CF Bankshares (CFBK) shares did Castle Creek sell in this amendment?

The filing reports Castle Creek Capital Partners VII, LP sold an aggregate of 137,263 shares of Voting Common Stock between September 9 and September 22, 2025.

What proceeds did Castle Creek realize from the September 2025 sales?

Fund VII realized net proceeds of $3,406,467.98 from the aggregate sales, net of commissions and fees.

What is Castle Creek Fund VII's current direct and beneficial ownership in CFBK?

After the sales Fund VII directly holds 277,921 shares. It is deemed to beneficially own 608,221 shares (approximately 9.5%) including shares issuable on conversion.

How was the 9.5% ownership percentage calculated?

The percentage uses a denominator of 6,370,807 Voting Common shares outstanding, which reflects prior reported outstanding shares plus issued and issuable conversions noted in the filing.

Did the filing disclose the per-day weighted average sale prices?

Yes. The filing lists weighted average prices by date, ranging from about $24.40 to $25.43 across the reported transactions.
Cf Bankshares Inc

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