SC 13G Amendment No. 1

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13G/A

Under the Securities Act of 1934

Amendment No. 1

 

 

Bryn Mawr Bank Corporation

(Name of Issuer)

Common Stock

(Title of Class of Securities)

117665109

(CUSIP Number)

December 31, 2015

(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 (“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).

 

 

 


Cusip No: 117665109

Page 2 of 6

 

  1   

NAMES OF REPORTING PERSONS

 

Fulton Financial Corporation

  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

 

Pennsylvania

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING

PERSON

WITH:

   5    

SOLE VOTING POWER

 

355,562

   6   

SHARED VOTING POWER

 

0

   7   

SOLE DISPOSITIVE POWER

 

355,562

   8   

SHARED DISPOSITIVE POWER

 

0

  9  

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

355,562

10  

CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  ¨

 

11  

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

 

2.1%

12  

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

 

CO, HC

 

 

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Cusip No: 117665109

Page 3 of 6

 

Item 1(a). Name of Issuer:

Bryn Mawr Bank Corporation

 

Item 1(b). Address of Issuer’s Principal Executive Offices:

801 Lancaster Avenue

Bryn Mawr, Pennsylvania 19010

 

Item 2(a). Name of Person Filing:

Fulton Financial Corporation

 

Item 2(b). Address of Principal Business Office or, if None, Residence:

The address of the principal office of the Reporting Person is One Penn Square, Lancaster Pennsylvania 17602.

 

Item 2(c). Citizenship:

Fulton Financial Corporation is a Pennsylvania corporation.

 

Item 2(d). Title of Class of Securities:

Common Stock

 

Item 2(e). CUSIP Number:

117665109

 

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:

Not applicable.

 

Item 4. Ownership.

 

  (a) Amount Beneficially Owned: 355,562 shares.

 

  (b) Percent of Class: 2.1%

 

  (c) Number of shares as to which such person has:

 

  (i) Sole power to vote or to direct the vote: 355,562

 

  (ii) Shared power to vote or to direct the vote: 0

 

  (iii) Sole power to dispose or to direct the disposition of: 355,562

 

  (iv) Shared power to dispose or to direct the disposition of: 0

 

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Cusip No: 117665109

Page 4 of 6

 

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:  x

 

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.

See attached Exhibit A.

 

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.

 

4


Cusip No: 117665109

Page 5 of 6

 

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.

February 8, 2016

(Date)

 

  FULTON FINANCIAL CORPORATION
  By:  

/s/ Patrick S. Barrett

    Patrick S. Barrett
    Senior Executive Vice President and Chief Financial Officer

 

5


Cusip No: 117665109

Page 6 of 6

 

Exhibit A

FFC Management, Inc., a Delaware corporation, is a wholly-owned subsidiary of Fulton Financial Corporation and directly acquired the securities being reported by Fulton Financial Corporation on this Schedule 13G/A.

 

6