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Northpointe Bancshares, Inc. received an amended Schedule 13G reporting updated beneficial ownership following trustee changes effective 05/12/2025. Annie Gainey reports beneficial ownership of 2,545,762 shares, representing 7.4% of the common stock. She has 502,841 shares with sole voting and dispositive power, and 2,042,921 shares with shared dispositive power.
Harvey N. Gainey III and Angela Jordan were appointed co‑trustees and each report 1,540,080 shares (4.5% each) with shared voting power and no sole voting or dispositive power. The reported amounts include shares held by specified Gainey family trusts. The filers certify the securities were not acquired or held to change or influence control.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 1)
Northpointe Bancshares, Inc.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
66661N886
(CUSIP Number)
05/12/2025
(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)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
66661N886
1
Names of Reporting Persons
Annie Gainey
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:
5
Sole Voting Power
502,841.00
6
Shared Voting Power
0.00
7
Sole Dispositive Power
502,841.00
8
Shared Dispositive Power
2,042,921.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
2,545,762.00
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)
7.4 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
CUSIP No.
66661N886
1
Names of Reporting Persons
Harvey N. Gainey III
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:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,540,080.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,540,080.00
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)
4.5 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
CUSIP No.
66661N886
1
Names of Reporting Persons
Angela Jordan
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:
5
Sole Voting Power
0.00
6
Shared Voting Power
1,540,080.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
1,540,080.00
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)
4.5 %
12
Type of Reporting Person (See Instructions)
IN
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Northpointe Bancshares, Inc.
(b)
Address of issuer's principal executive offices:
3333 Deposit Drive Northeast, Grand Rapids, MI 49546
Item 2.
(a)
Name of person filing:
(1) Annie Gainey
(2) Harvey N. Gainey III
(3) Angela Jordan
(b)
Address or principal business office or, if none, residence:
(1) 9688 Lipari Court, Naples, FL 34113
(2) 537 Long Point Road, Suite 203, Mt. Pleasant, SC 29464
(3) 7430 Cascade Road SE, 14th Floor, Grand Rapids, MI 49546
(c)
Citizenship:
(1) United States
(2) United States
(3) United States
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
66661N886
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);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(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);
(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:
This Amendment No. 1 to Schedule 13G (this "Amendment No. 1") amends and supplements the Schedule 13G filed by Annie Gainey and Carl Oosterhouse with the Securities and Exchange Commission on May 14, 2025 (the "Schedule 13G"). On May 12, 2025, Mr. Oosterhouse was removed as the trustee of the trusts noted below and Harvey N. Gainey and Angela Jordan were appointed as the new co-trustees of the trusts noted below. This Amendment No. 1 is an initial filing for Mr. Gainey and Ms. Jordan. Annie Gainey and Carl Oosterhouse filed the Schedule 13G (and this Amendment No. 1) pursuant to Rule 13d-1(d). Harvey N. Gainey III and Angela Jordan filed this Schedule 13G pursuant to Rule 13d-1(c).
(1) 2,545,762 *+
(2) 1,540,080+
(3) 1,540,080+
* This amount includes 502,841 shares of common stock held in the name of Harvey N. Gainey, of which Mrs. Gainey is the surviving spouse and holds voting and investment power with respect to the shares held by Harvey N. Gainey.
+ These amounts include shares that are directly owned as follows: (a) 533,330 shares held by the Carl Oosterhouse TR Annie E Gainey Marital Trust, (b) 500,000 shares held by the Carl Oosterhouse TR UA 12/30/2020 Annie E Gainey Eight Year Trust, (c) 343,750 shares held by the Carl Oosterhouse TR UA 12/30/2020 Harvey N Gainey Twelve Year Trust, and (d) 163,000 shares held by the Carl Oosterhouse TR UA 12/27/2019 Harvey Newton Gainey Irrevocable Trust.
(b)
Percent of class:
(1) 7.4%
(2) 4.5%
(3) 4.5%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
(1) 502,841
(2) 0
(3) 0
(ii) Shared power to vote or to direct the vote:
(1) 0
(2) 1,540,080
(3) 1,540,080
(iii) Sole power to dispose or to direct the disposition of:
(1) 502,841
(2) 0
(3) 0
(iv) Shared power to dispose or to direct the disposition of:
(1) 2,042,921
(2) 0
(3) 0
Item 5.
Ownership of 5 Percent or Less of a Class.
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
Not Applicable
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
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
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.
