Form SC 13D/A - General statement of acquisition of beneficial ownership: [Amend]
25 Septiembre 2023 - 3:41PM
Edgar (US Regulatory)
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
[Rule 13d-101]
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO §
24.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13D-2(a)
(Amendment No. 1)*
Axos Financial, Inc.
(Name of Issuer)
Common Stock,
par value $0.01 per share
(Title of Class of Securities)
05465C100
(CUSIP Number)
|
Mr. Eugene Leydiker
Hankey Group
4751 Wilshire Blvd., Suite 110
Los Angeles, CA 90010
(323) 692-4026 |
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
November 27,
2020
(Date of Event which Requires Filing of this Statement)
If
the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.
Note:
Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7
for other parties to whom copies are to be sent.
(Continued on following pages)
(Page 1 of 4 Pages)
* 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 disclosures provided in a prior cover page.
The information required on 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).
SCHEDULE 13D
CUSIP
No. 05465C100 |
Page 2 of 4 Pages |
1 |
NAME
OF REPORTING PERSONS
Don
R. Hankey |
2 |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
¨
(b)
¨ |
3 |
SEC USE ONLY
|
4 |
SOURCE
OF FUNDS
WC |
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
¨ |
6 |
CITIZENSHIP
OR PLACE OF ORGANIZATION
USA |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH |
7 |
SOLE
VOTING POWER
2,826,576 |
8 |
SHARED
VOTING POWER
0 |
9 |
SOLE
DISPOSITIVE POWER
2,826,576 |
10 |
SHARED
DISPOSITIVE POWER
0 |
11 |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,826,576 |
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES* |
¨
|
13 |
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
4.71% |
14 |
TYPE
OF REPORTING PERSON
IN |
EXPLANATORY NOTE
This Amendment No. 1
(this “Amendment”) to Schedule 13D amends the Schedule 13D filed by Don R. Hankey on November 14, 2012 (the “Schedule
13D”) with respect to the common stock of AXOS Financial, Inc., (formerly Bofi Holding Inc., the “Company”
or “AXOS”). Capitalized terms used but not otherwise defined in this Amendment have the meanings ascribed to them
in the Schedule 13D.
| Item 3. | Source
and Amount of Funds. |
Item 3 of the Schedule 13D is hereby amended
by adding the following:
HFC Acceptance, LLC (“HFCA”),
of which Mr. Hankey is the sole manager acquired an aggregate of 95,082 shares of the Company’s common stock for an aggregate
purchase price of $3,824,239.84, which was funded through HFCA’s available cash.
The Don Hankey Trust, of
which Mr. Hankey is the sole trustee, purchased an aggregate of 126,000 shares of the Company’s common stock for an aggregate
purchase price of $4,357,601.73, which was funded through the Don Hankey Trust’s available cash.
| Item 5. | Interest
in Securities of the Issuer. |
Items 5(a), 5(b), 5(c), and 5(e) of Schedule
13D are hereby amended and restated in their entirety to read as follows:
| (a) | Number of shares: 2,826,576 |
Percentage beneficial ownership: 4.71%
Percentage beneficial ownership reported
herein reflects 59,984,909 shares of common stock outstanding, as disclosed in the Company’s Annual Report on Form 10-K for
the fiscal year ended June 30, 2023.
| (b) | Mr. Hankey, has, through the entities that he controls, sole
voting and sole dispositive power over the shares that he beneficially owns. The shares reported
herein as being beneficially owned by Mr. Hankey are held directly through KIC, Knight
Specialty Insurance Company, the Don Hankey Trust, Hankey IRA, Westlake, ESOP, HIC and HFCA. |
| (c) | Within the past 60 days, the Don Hankey Trust purchased 15,000 shares
of the Company’s common stock. All of such shares were purchased on September 20,
2023 for $39.70667 per share in open market transactions on the New York Stock Exchange in
the ordinary course. |
| (e) | As of December 28, 2020, the reporting
person ceased to beneficially own more than five percent of the Company’s common stock,
par value $0.01 per share. |
SIGNATURE
After reasonable inquiry
and to the best of their knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete
and correct.
Dated: September 25, 2023
|
By: |
Don R. Hankey |
|
|
|
|
By: |
/s/
Don R. Hankey |
Axos Financial (NYSE:AX)
Gráfica de Acción Histórica
De Abr 2024 a May 2024
Axos Financial (NYSE:AX)
Gráfica de Acción Histórica
De May 2023 a May 2024