MFLR Mayflower Bancorp, Inc. (MM)

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.     )

 

 

Mayflower Bancorp, Inc.

(Name of Issuer)

Common Stock $1.00 par value

(Title of Class of Securities)

578321101

(CUSIP Number)

June 20, 2013

(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)

 

 

 

 

(1)		Names of reporting persons.   Steven R. Gerbel
(2)		Check the appropriate box if a member of a group (see instructions) (a)   ¨         (b)   x
(3)		SEC use only
(4)		Citizenship or place of organization   United States of America
Number of shares beneficially owned by each reporting person with:				(5)		Sole voting power   0
				(6)		Shared voting power   104,593
				(7)		Sole dispositive power   0
				(8)		Shared dispositive power   104,593
(9)		Aggregate amount beneficially owned by each reporting person   104,593
(10)		Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
(11)		Percent of class represented by amount in Row 9   5.1%
(12)		Type of reporting person (see instructions)   IN

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(1)		Names of reporting persons.   Brown Trout Management, LLC I.R.S. Identification No. of Above Persons (Entities Only) 36-4186074
(2)		Check the appropriate box if a member of a group (see instructions) (a)   ¨         (b)   x
(3)		SEC use only
(4)		Citizenship or place of organization   United States of America
Number of shares beneficially owned by each reporting person with:				(5)		Sole voting power   0
				(6)		Shared voting power   104,593
				(7)		Sole dispositive power   0
				(8)		Shared dispositive power   104,593
(9)		Aggregate amount beneficially owned by each reporting person   104,593
(10)		Check if the aggregate amount in Row (9) excludes certain shares (see instructions)
(11)		Percent of class represented by amount in Row 9   5.1%
(12)		Type of reporting person (see instructions)   OO

Item 1.

Item 1(a) Name of issuer:

Mayflower Bancorp, Inc.

Item 1(b) Address of issuer’s principal executive offices:

Mayflower Bancorp, Inc.

30 South Main Street

Middleboro, MA 02346

Item 2.

2(a) Name of person filing:

This Schedule 13G is being filed with respect to shares of Common Stock of the Issuer which are beneficially owned by Steven R. Gerbel and Brown Trout Management, LLC (“BTM” and together with Steven R. Gerbel the “Reporting Persons”).

2(b) Address or principal business office or, if none, residence:

311 South Wacker Drive

Suite 4375

Chicago, IL 60606

2(c) Citizenship:

Steven R. Gerbel is a citizen of the United States of America and BTM is an Illinois limited liability company.

2(d) Title of class of securities:

Common Stock $1.00 par value

2(e) CUSIP No.:

578321101

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Item 3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a: Not Applicable

 

a.

[    ] Broker or dealer registered under Section 15 of the Act;

 

b.

[    ] Bank as defined in Section 3(a)(6) of the Act;

 

c.

[    ] Insurance company as defined in Section 3(a)(19) of the Act;

 

d.

[    ] Investment company registered under Section 8 of the Investment Company Act of 1940;

 

e.

[    ] An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

 

f.

[    ] An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

g.

[    ] A parent holding company or control person in accordance with Rule 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;

 

j.

[    ] A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);

 

k.

[    ] Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution:

Item 4. Ownership

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:

Steven R. Gerbel: 104,593

BTM: 104,593

 

b.

Percent of class

Steven R. Gerbel: 5.1%

BTM: 5.1%

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c.

Number of shares as to which such person has:

 

i.

Sole power to vote or to direct the vote

Steven R. Gerbel: 0

BTM: 0

 

ii.

Shared power to vote or to direct the vote

Steven R. Gerbel: 104,593

BTM: 104,593

 

iii.

Sole power to dispose or to direct the disposition of

Steven R. Gerbel: 0

BTM: 0

 

iv.

Shared power to dispose or to direct the disposition of

Steven R. Gerbel: 104,593

BTM: 104,593

As calculated in accordance with Rule 13d-3 of the Securities Exchange Act of 1934, as amended, Steven R. Gerbel beneficially owns 104,593 shares of the Issuer’s Common Stock $1.00 par value, (“Common Stock”), representing 5.1% of the Common Stock. Mr. Gerbel does not directly own any shares of Common Stock, but he does indirectly own 104,593 shares of Common Stock in his capacity as the managing member of BTM, an Illinois limited liability company, which in turn serves as the general partner and investment manager of Chicago Capital Management, LP (“CCM”), an Illinois limited partnership. In addition, BTM manages a separate account (“Separate Account”) for an unrelated entity on a discretionary basis. Although Mr. Gerbel does not directly own the shares of Common Stock, Mr. Gerbel is deemed to beneficially own the 104,593 shares of Common Stock held by CCM and the Separate Account.

Item 5.

Ownership of 5 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 5 percent of the class of securities, check the following [    ].

Instruction. Dissolution of a group requires a response to this item.

Item 6. Ownership of More than 5 Percent on Behalf of Another Person

CCM and the Separate Account each has the right to receive dividends and proceeds from the sale of the shares of Common Stock held by each.

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

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Item 8. Identification and Classification of Members of the Group

If a group has filed this schedule pursuant to Rule 13d-1(b)(ii)(J), so indicate under Item 3(j) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identity of each member of the group.

See Exhibit B

Item 9. Notice of Dissolution of Group

Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5.

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.

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.

Dated June 27, 2013

/s/ STEVEN R. GERBEL

Steven R. Gerbel

BROWN TROUT MANAGEMENT, LLC

Name: Steven R. Gerbel

Title: Managing Member

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Exhibit A

Joint Filing Agreement

The undersigned agree that this Schedule 13G, and all amendments thereto, relating to the Common Stock of Mayflower
Bancorp, Inc. shall be filed on behalf of the undersigned.

/s/ STEVEN R. GERBEL

Steven R. Gerbel

BROWN TROUT MANAGEMENT, LLC

Name: Steven R. Gerbel

Title: Managing Member

Exhibit B

Due to the relationships between them, the Reporting Persons hereunder may be deemed to constitute a “group” with one another for purposes of Section 13(d)(3) of the Securities Exchange Act of 1934.