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Section 1: SC 13G

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No.) *

 

United Community Financial Corp Ohio (UCFC)
 (Name of Issuer)
 
Common Stock
(Title of Class of Securities)
 
909839102
(CUSIP Number)
 
10/10/2018
(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)

 

* 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 909839102   Page 2 of 17

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Financial Opportunity Fund LLC

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware
NUMBER OF
SHARES
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 1,273,790 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER 1,273,790 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,273,790 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

2.55 %

 

12

 

TYPE OF REPORTING PERSON

 

OO
         

 

 

(1) Consists of 1,273,790 shares of common stock of the Issuer held by Financial Opportunity Fund LLC.

 

CUSIP No 909839102   Page 3 of 17

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Financial Opportunity Long/Short Fund LLC

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware
NUMBER OF
SHARES
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 24,600 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER

 

24,600 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

24,600 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.05%

 

12

 

TYPE OF REPORTING PERSON

 

OO
         

 

(1) Consists of 24,600 shares of common stock of the Issuer held by Financial Opportunity Long/Short Fund LLC.

 

CUSIP No 909839102   Page 4 of 17

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Bridge Equities III, LLC

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware
NUMBER OF
SHARES
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 1,100,802 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER 1,100,802 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,100,802 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

2.20%

 

12

 

TYPE OF REPORTING PERSON

 

OO
         

 

 

(1) Consists of 1,100,802 shares of common stock of the Issuer held by Bridge Equities III, LLC.

 

 

CUSIP No 909839102   Page 5 of 17

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

FJ Capital Management LLC

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware
NUMBER OF
SHARES
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 2,511,844 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER 1,411,042 (2)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,511,844 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.03%

 

12

 

TYPE OF REPORTING PERSON

 

IA
         

 

(1)Consists of 1,273,790 shares of common stock of the Issuer held by Financial Opportunity Fund LLC and 24,600 shares of common stock of the Issuer held by Financial Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC is the managing member, and 1,100,802 shares of common stock of the Issuer held by Bridge Equities III, LLC of which FJ Capital Management LLC is the sub-investment advisor, and 112,652 shares of common stock of the Issuer held by a managed account that FJ Capital Management manages; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.
(2)Consists of 1,273,790 shares of common stock of the Issuer held by Financial Opportunity Fund LLC and 24,600 shares of common stock of the Issuer held by Financial Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC is the managing member, and 112,652 shares of common stock of the Issuer held by a managed account that FJ Capital Management manages; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership.
 

CUSIP No 909839102   Page 6 of 17

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Martin S. Friedman

 

 

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
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 2,511,844 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER 1,411,042 (2)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

2,511,844 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

5.03%

 

12

 

TYPE OF REPORTING PERSON

 

IN
         

 

(1)Consists of 1,273,790 shares of common stock of the Issuer held by Financial Opportunity Fund LLC and 24,600 shares of common stock of the Issuer held by Financial Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC is the managing member, and 1,100,802 shares of common stock of the Issuer held by Bridge Equities III, LLC of which FJ Capital Management LLC is the sub-investment advisor, and 112,652 shares of common stock of the Issuer held by a managed account that FJ Capital Management manages; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership. Martin Friedman is the Managing Member of FJ Capital Management LLC; as such, Mr. Friedman may be deemed to be a beneficial owner of reported shares but as to which Mr. Friedman disclaims beneficial ownership.
(2)Consists of 1,273,790 shares of common stock of the Issuer held by Financial Opportunity Fund LLC and 24,600 shares of common stock of the Issuer held by Financial Opportunity Long/Short Fund LLC, of which FJ Capital Management LLC is the managing member, and 112,652 shares of common stock of the Issuer held by a managed account that FJ Capital Management manages; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares but as to which the Reporting Person disclaims beneficial ownership. Martin Friedman is the Managing Member of FJ Capital Management LLC; as such, Mr. Friedman may be deemed to be a beneficial owner of reported shares but as to which Mr. Friedman disclaims beneficial ownership.
 

CUSIP No 909839102   Page 7 of 17

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Andrew Jose

 

 

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
5 SOLE VOTING POWER 7,350 (1)
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER  
EACH
REPORTING
7 SOLE DISPOSITIVE POWER 7,350 (1)
PERSON
WITH
8 SHARED DISPOSITIVE POWER  

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

7,350 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

0.01%

 

12

 

TYPE OF REPORTING PERSON

 

IN
         

 

(1)Consists of 7,350 shares of common stock of the Issuer held directly by Andrew Jose, co-founder and managing partner of FJ Capital Management LLC.
 

CUSIP No 909839102   Page 8 of 17

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

SunBridge Manager, LLC

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware
NUMBER OF
SHARES
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 1,100,802 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER 1,100,802 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,100,802 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

2.20 %

 

12

 

TYPE OF REPORTING PERSON

 

OO
         

 

 

(1) Consists of 1,100,802 shares of common stock of the Issuer held by Bridge Equities III, LLC of which SunBridge Manager, LLC is the Managing Member; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares.

 

CUSIP No 909839102   Page 9 of 17

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

SunBridge Holdings, LLC

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Delaware
NUMBER OF
SHARES
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 1,100,802 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER 1,100,802 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,100,802 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

2.20 %

 

12

 

TYPE OF REPORTING PERSON

 

OO
         

 

(1) Consists of 1,100,802 shares of common stock of the Issuer held by Bridge Equities III, LLC of which SunBridge Manager, LLC is the Managing Member. SunBridge Holdings, LLC is the Managing Member of SunBridge Manager, LLC; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares.

 

 

CUSIP No 909839102   Page 10 of 17

 

 

1

 

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)

 

Realty Investment Company, Inc

 

 

2

 

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

 

(a)

(b)

 

3

 

SEC USE ONLY

 

 

 

4

 

CITIZENSHIP OR PLACE OF ORGANIZATION

 

Maryland
NUMBER OF
SHARES
5 SOLE VOTING POWER  
BENEFICIALLY
OWNED BY
6 SHARED VOTING POWER 1,100,802 (1)
EACH
REPORTING
7 SOLE DISPOSITIVE POWER  
PERSON
WITH
8 SHARED DISPOSITIVE POWER 1,100,802 (1)

 

9

 

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

 

1,100,802 (1)

 

10

 

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES

 

 

11

 

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

 

2.20 %

 

12

 

TYPE OF REPORTING PERSON

 

CO
         

 

 

(1) Consists of 1,100,802 shares of common stock of the Issuer held by Bridge Equities III, LLC of which SunBridge Manager, LLC is the Managing Member. SunBridge Holdings, LLC is the Managing Member of SunBridge Manager, LLC. Realty Investment Company, Inc. is the Manager of SunBridge Holdings, LLC; as such, the Reporting Person may be deemed to be a beneficial owner of reported shares.

.

 
CUSIP No 909839102   Page 11 of 17
Item 1(a).  

 Name of Issuer:

     
    United Community Financial Corp Ohio
     
Item 1(b).   Address of Issuer’s Principal Executive Offices:
     
   

275 West Federal St

Youngstown, OH 44503

     
Item 2(a).   Name of Person Filing:
     
   

This Schedule 13G is being filed on behalf of the following Reporting Persons:

Financial Opportunity Fund LLC

Financial Opportunity Long/Short Fund LLC

Bridge Equities III, LLC

FJ Capital Management LLC

Martin S. Friedman

Andrew F. Jose

SunBridge Manager, LLC

SunBridge Holdings, LLC

Realty Investment Company, Inc

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

Financial Opportunity Fund LLC

1313 Dolley Madison Blvd., STE 306

McLean, VA 22101

 

Financial Opportunity Long/Short Fund LLC

1313 Dolley Madison Blvd., STE 306

McLean, VA 22101

 

Bridge Equities III, LLC

8171 Maple Lawn Blvd, Suite 375

Fulton, MD 20759

 

FJ Capital Management, LLC

1313 Dolley Madison Blvd., STE 306

McLean, VA 22101

 

Martin S. Friedman

1313 Dolley Madison Blvd., STE 306

McLean, VA 22101

 

Andrew F. Jose

1313 Dolley Madison Blvd., STE 306

McLean, VA 22101

 

SunBridge Manager, LLC

8171 Maple Lawn Blvd, Suite 375

Fulton, MD 20759

 

SunBridge Holdings, LLC

8171 Maple Lawn Blvd, Suite 375

Fulton, MD 20759

           
 

CUSIP No 909839102   Page 12 of 17

 

   

Realty Investment Company, Inc

8171 Maple Lawn Blvd, Suite 375

Fulton, MD 20759

     
Item 2(c).   Citizenship:
     
    Financial Opportunity Fund LLC, Financial Opportunity Long/Short Fund LLC, Bridge Equities III, LLC, FJ Capital Management LLC, SunBridge Manager, LLC, SunBridge Holdings, LLC – Delaware limited liability companies
    Martin S. Friedman and Andrew F. Jose – United States citizen
    Realty Investment Company, Inc – Maryland corporation
     
Item 2(d).   Title of Class of Securities:
     
    Common Stock
     
Item 2(e).   CUSIP Number:
     
    909839102
     
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)(ii)(G);
       
  (h) A savings association 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 (15 U.S.C. 80a-3);
       
  (j) Group, in accordance with §240.13d-1(b)(1)(ii)(J).

 

 

CUSIP No 909839102   Page 13 of 17

Item 4. Ownership.
   
  Ownership information is provided as of:

 

  (a) Amount beneficially owned:
     
   

Financial Opportunity Fund LLC – 1,273,790 shares

Financial Opportunity Long/Short Fund LLC – 24,600 shares

Bridge Equities III, LLC – 1,100,802 shares

FJ Capital Management LLC – 2,511,844 shares

Martin S. Friedman – 2,511,844 shares

Andrew F. Jose – 7,350 shares

SunBridge Manager, LLC – 1,100,802 shares

SunBridge Holdings, LLC – 1,100,802 shares

Realty Investment Company, Inc – 1,100,802 shares

     
  (b) Percent of class:
     
   

Financial Opportunity Fund LLC – 2.55%

Financial Opportunity Long/Short Fund LLC – 0.05%

Bridge Equities III, LLC – 2.20%

FJ Capital Management LLC – 5.03%

Martin S. Friedman – 5.03%

Andrew F. Jose – 0.01%

SunBridge Manager, LLC – 2.20%

SunBridge Holdings, LLC – 2.20%

Realty Investment Company, Inc – 2.20%

     
  (c) Number of shares as to which such person has:
     
    (i) Sole power to vote or to direct the vote
       
      Andrew F. Jose – 7,350 shares
       
    (ii) Shared power to vote or to direct the vote
       
     

Financial Opportunity Fund LLC – 1,273,790 shares

Financial Opportunity Long/Short Fund LLC – 24,600 shares

Bridge Equities III, LLC – 1,100,802 shares

FJ Capital Management LLC – 2,511,844 shares

Martin S. Friedman – 2,511,844 shares

SunBridge Manager, LLC – 1,100,802 shares

SunBridge Holdings, LLC – 1,100,802 shares

Realty Investment Company, Inc – 1,100,802 shares

       
    (iii) Sole power to dispose or to direct the disposition of
       
      Andrew F. Jose – 7,350 shares
       
 

CUSIP No 909839102   Page 14 of 17

 

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

Financial Opportunity Fund LLC – 1,273,790 shares

Financial Opportunity Long/Short Fund LLC – 24,600 shares

Bridge Equities III, LLC – 1,100,802 shares

FJ Capital Management LLC – 1,411,042 shares

Martin S. Friedman – 1,411,042 shares

SunBridge Manager, LLC – 1,100,802 shares

SunBridge Holdings, LLC – 1,100,802 shares

Realty Investment Company, Inc – 1,100,802 shares

 

Item 5. Ownership of Five Percent or Less of a Class.
   
  N/A
   
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
   
  N/A
   
Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
   
  N/A
   
Item 8. Identification and Classification of Members of the Group.
   
  Due to the relationships among 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.  
   
Item 9. Notice of Dissolution of Group.
   
  N/A
   
Item 10. Certification.

 

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.

 

 

CUSIP No 909839102   Page 15 of 17

 

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.

   

Date: October 19, 2018

 

 

 

 

 

 

 

 

 

 

 

 

 

Financial Opportunity Fund LLC

By: FJ Capital Management LLC, its Managing Member

 

 

By: /s/ Martin S. Friedman

Name: Martin S. Friedman

Title: Managing Member

 

Financial Opportunity Long/Short Fund LLC

By: FJ Capital Management LLC, its Managing Member

 

 

By: /s/ Martin S. Friedman

Name: Martin S. Friedman

Title: Managing Member

 

 

FJ CAPITAL MANAGEMENT LLC

 

 

By: /s/ Martin S. Friedman

Name: Martin S. Friedman

Title: Managing Member

 

 

 

/s/ Martin S. Friedman

MARTIN S. FRIEDMAN

 

 

/s/ Andrew F. Jose

ANDREW F. JOSE

 

 

 

 

   

 

 

 

CUSIP No 909839102   Page 16 of 17

 

 

 

Bridge Equities III, LLC

By: SunBridge Manager, LLC, its Managing Member

 

By: /s/ Christine A. Shreve

Name: Christine A. Shreve

Title: Manager

 

SunBridge Manager, LLC

By: SunBridge Holdings, LLC, its Managing Member

 

 

By: /s/ Christine A. Shreve

Name: Christine A. Shreve

Title: President

 

SunBridge Holdings, LLC

By: Realty Investment Company, Inc., its Manager

 

 

By: /s/ Christine A. Shreve

Name: Christine A. Shreve

Title: President

 

realty investment company, inc.

 

 

By: /s/ Christine A. Shreve

Name: Christine A. Shreve

Title: President

 

 
CUSIP No 909839102   Page 17 of 17

 

Joint Filing Agreement

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

Financial Opportunity Fund LLC     Bridge Equities III, LLC
By: FJ Capital Management, LLC     By: SunBridge Manager, LLC, its Managing Member
           
           
By: /s/  Martin S. Friedman       By:     /s/ Christine A. Shreve
  Name: Martin S. Friedman     Name:  Christine A. Shreve
  Title:  Managing Member     Title:     Manager
           
            
Financial Opportunity LonG/Short Fund LLC     SunBridge mANAGER, LLC
By: FJ Capital Management, LLC     By: SunBridge Holdings, LLC, its Managing Member
           
           
By:     /s/ Martin S. Friedman     By:   /s/  Christine A. Shreve
  Name: Martin S. Friedman     Name:  Christine A. Shreve
  Title:  Managing Member     Title:    President
           
           
        SunBridge Holdings, LLC
        By: Realty Investment Company, Inc., its Manager
           
        By:   /s/ Christine A. Shreve
        Name:  Christine A. Shreve
FJ Capital Management LLC     Title:     President
           
        realty investment company, inc.
           
By:    /s/ Martin S. Friedman        
           
        By: /s/  Christine A. Shreve
        Name:  Christine A. Shreve
          Title:    President
           
           
           
/s/ Martin S. Friedman        
MARTIN S. FRIEDMAN        
           
           
           
/s/ Andrew F. Jose        
ANDREW F. JOSE        

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