Statement of Ownership (sc 13g)
December 19 2017 - 12:15PM
Edgar (US Regulatory)
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
SCHEDULE
13G
(Rule
13d-102)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO
RULES 13d-1(b)(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT
TO RULE 13d-2(b)
(Amendment
No. ) *
OptimumBank
Holdings, Inc.
(Name
of Issuer)
Common
Stock
(Title
of Class of Securities)
68401P205
(CUSIP
Number)
December
19, 2017
(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)
[X]
Rule 13d-1(c)
[ ]
Rule 13d-1(d)
*
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 the disclosures provided
in a prior cover page.
The
information required in 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 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).
CUSIP No. 68401P205
|
13G
|
Page
2
of 5
|
1.
|
NAME OF REPORTING PERSONS
I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Midwest Kosher & Deli LLC
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
|
(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
69,702
|
|
6.
|
SHARED
VOTING POWER
0
|
|
7.
|
SOLE
DISPOSITIVE POWER
69,702
|
|
8.
|
SHARED
DISPOSITIVE POWER
0
|
9.
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
69,702
|
10.
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
|
|
[ ]
|
11.
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
6.3%
|
12.
|
TYPE OF REPORTING PERSON
ENTITY
|
CUSIP No. 68401P205
|
13G
|
Page
3
of 5
|
Item
1(a).
|
|
Name
of Issuer:
|
|
|
|
|
|
OptimumBank
Holdings, Inc.
|
|
|
|
Item
1(b).
|
|
Address
of Issuer’s Principal Executive Offices:
|
|
|
|
|
|
2477
East Commercial Blvd.
Fort
Lauderdale, FL 33308
|
|
|
|
Item
2(a).
|
|
Name
of Person Filing:
|
|
|
|
|
|
Midwest
Kosher & Deli LLC
|
|
|
|
Item
2(b).
|
|
Address
of Principal Business Office, or if None, Residence:
|
|
|
|
|
|
2722
Tucker Drive, South Bend, IN 46619
|
|
|
|
Item
2(c).
|
|
Citizenship:
|
|
|
|
|
|
Midwest
Kosher & Deli LLC – United States Corporation
|
|
|
|
Item
2(d).
|
|
Title
of Class of Securities:
|
|
|
|
|
|
Common
Stock
|
|
|
|
Item
2(e).
|
|
CUSIP
Number:
|
|
|
|
|
|
68401P205
|
|
|
|
Item
3.
|
|
If
This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or (c), Check Whether the Person Filing is a:
|
Provide
the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in
Item 1.
|
(a)
|
|
Amount
beneficially owned:
|
|
|
|
|
|
|
|
69,702
shares
|
|
|
|
|
|
(b)
|
|
Percent
of class:
|
|
|
|
|
|
|
|
6.3%
The
percentage used herein is based upon 1,103,447 shares of the Issuer’s Common Stock outstanding per the Issuer’s
Form 10-Q filed with the Securities and Exchange Commission on November 13, 2017.
|
CUSIP No. 68401P205
|
13G
|
Page
4
of 5
|
|
(c)
|
|
Number of shares as to which such person has:
|
|
|
|
|
|
|
|
|
|
(i)
|
Sole
power to vote or to direct the vote
|
69,702
|
|
|
|
|
|
|
|
|
|
(ii)
|
Shared
power to vote or to direct the vote
|
0
|
|
|
|
|
|
|
|
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of
|
69,702
|
|
|
|
|
|
|
|
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of
|
0
|
Item
5.
|
|
Ownership
of Five Percent or Less of a Class.
|
If
this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial
owner of more than five percent of the class of securities check the following [ ].
|
|
Not
applicable.
|
|
|
|
Item
6.
|
|
Ownership
of More Than Five 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–1.
CUSIP No. 68401P205
|
13G
|
Page
5
of 5
|
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.
/s/
Ted Lerman
|
|
TED
LERMAN
|
|
|
|
Date:
December 19, 2017
|
|
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