UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________

SCHEDULE 13G

(Rule 13d-102)

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULE 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2(b)

CHAIN BRIDGE BANCORP., INC.

(Name of Issuer)

Class A Common Stock

(Title of Class of Securities)

15746L100

(CUSIP Number)

October 4, 2024

(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 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).

(Continued on following pages)


CUSIP NO. 15746L100

13G

Page 2 of 9 Pages


1

NAMES OF REPORTING PERSONS

Gator 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

STATE OF DELAWARE, UNITED STATES OF AMERICA

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING
PERSON WITH

5

SOLE VOTING POWER

N/A

6

SHARED VOTING POWER

165,000 shares of Common Stock

7

SOLE DISPOSITIVE POWER

N/A

8

SHARED DISPOSITIVE POWER

165,000 shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

165,000 shares of Common Stock

10

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

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

8.92% of the outstanding shares of Common Stock

12

TYPE OF REPORTING PERSON

IA OO (Limited Liability Company)

       

CUSIP NO. 15746L100

13G

Page 3 of 9 Pages


1

NAMES OF REPORTING PERSONS

Derek Pilecki

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 OF AMERICA

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING
PERSON WITH

5

SOLE VOTING POWER

N/A

6

SHARED VOTING POWER

165,000 shares of Common Stock

7

SOLE DISPOSITIVE POWER

N/A

8

SHARED DISPOSITIVE POWER

165,000 shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

165,000 shares of Common Stock

10

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

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

8.92% of the outstanding shares of Common Stock

12

TYPE OF REPORTING PERSON

IN

       

CUSIP NO. 15746L100

13G

Page 4 of 9 Pages


1

NAMES OF REPORTING PERSONS

Gator Financial Partners, LLC

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

(b)

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

STATE OF  DELAWARE, UNITED STATES OF AMERICA

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING
PERSON WITH

5

SOLE VOTING POWER

N/A

6

SHARED VOTING POWER

131,600 shares of Common Stock

7

SOLE DISPOSITIVE POWER

N/A

8

SHARED DISPOSITIVE POWER

131,600 shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

131,600 shares of Common Stock

10

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

 

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

7.11% of the outstanding shares of Common Stock

12

TYPE OF REPORTING PERSON

OO (Limited Liability Company)

       


CUSIP NO. 15746L100

13G

Page 5 of 9 Pages


1

NAMES OF REPORTING PERSONS

Gator Capital Long/Short Fund

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

(b)

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

State of Maryland, UNITED STATES OF AMERICA

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING
PERSON WITH

5

SOLE VOTING POWER

N/A

6

SHARED VOTING POWER

21,000 shares of Common Stock

7

SOLE DISPOSITIVE POWER

N/A

8

SHARED DISPOSITIVE POWER

21,000 shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

21,000 shares of Common Stock

10

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

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

1.14% of the outstanding Common Stock

12

TYPE OF REPORTING PERSON

IV

       

 


CUSIP NO. 15746L100

13G

Page 6 of 9 Pages


1

NAMES OF REPORTING PERSONS

ECA Fund, LP

2

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP

(a)

(b)

3

SEC USE ONLY

 

4

CITIZENSHIP OR PLACE OF ORGANIZATION

State of Texas, UNITED STATES OF AMERICA

NUMBER OF

SHARES

BENEFICIALLY

OWNED BY

EACH

REPORTING
PERSON WITH

5

SOLE VOTING POWER

N/A

6

SHARED VOTING POWER

12,400 shares of Common Stock

7

SOLE DISPOSITIVE POWER

N/A

8

SHARED DISPOSITIVE POWER

12,400 shares of Common Stock

9

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

12,400 shares of Common Stock

10

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

11

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9

0.67% of the outstanding Common Stock

12

TYPE OF REPORTING PERSON

PN (Limited Partnership)

       


Item 1. (a) Name of Issuer:

 Chain Bridge Bancorp., Inc. (the "Issuer")

 (b) Address of Issuer's Principal Executive Offices:

 1445-A Laughlin Avenue, McLean, VA  22101

Item 2. (a) Name of Persons Filing:

 Gator Capital Management, LLC

 Derek Pilecki

 Gator Financial Partners, LLC

 Gator Capital Long/Short Fund

 ECA Fund, LP

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

 For all persons filing:

c/o Gator Capital Management, LLC
2502 N. Rocky Point Dr., Suite 665
Tampa, FL  33607

 (c) Citizenship:

 Gator Capital Management, LLC is a Delaware limited liability company

 Derek Pilecki is a United States citizen

 Gator Financial Partners, LLC is a Delaware limited liability company

 Gator Capital Long/Short Fund is a Maryland Investment Company

 ECA Fund, LP is a Texas Limited Partnership

 (d) Title of Class of Securities:

 Class A Common Stock

 (e) CUSIP Number:

 15746L100

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. Filed pursuant to Rule 13d-1(c).


Item 4. Ownership.

  Gator Capital
Management, LLC
Derek Pilecki Gator
Financial
Partners, LLC
Gator Capital
Long/
Short Fund
ECA
Fund, LP
           
(a) Amount Beneficially Owned: 165,000 165,000 131,600 21,000 12,400
           
(b) Percent of Class: 8.92% 8.92% 7.11% 1.14% 0.67%
           
(c) Number of Shares to
 Which Reporting Person
 Has:
     
 (i) Sole Voting Power: N/A N/A N/A N/A N/A
           
 (ii) Shared Voting Power: 165,000 165,000 131,600 21,000 12,400
           
 (iii) Sole Dispositive Power: N/A N/A N/A N/A N/A
           
 (iv) Shared Dispositive Power: 165,000 165,000 131,600 21,000 12,400

The reported shares are the Issuer's Class A Common Stock.

131,600 shares of Class A Common Stock are owned directly by Gator Financial Partners, LLC, whose managing member and Investment Adviser is Gator Capital Management, LLC.  Gator Capital Management, LLC could be deemed to be an indirect beneficial owner of the reported shares, and could be deemed to share beneficial ownership with Gator Financial Partners, LLC.

Derek Pilecki is the manager of Gator Capital Management, LLC and could be deemed to share such indirect beneficial ownership with Gator Capital Management, LLC and Gator Financial Partners, LLC.

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  ☐.

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

 Not applicable.


Item 7. Identification and Classification of the Subsidiary That 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. Certification.

By signing below, each of the undersigned certifies that, to the best of his or its 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.

Exhibits 

Exhibit 1   Joint Filing Agreement dated November 27, 2024, among Gator Financial Partners, LLC, Gator Capital Long/Short Fund, and ECA Fund, LP, Gator Capital Management, LLC, and Derek Pilecki.


Signature

 After reasonable inquiry and to the best of each of the undersigned's knowledge and belief, each of the undersigned certifies that the information set forth in this Statement is true, complete and correct.

 

GATOR CAPITAL MANAGEMENT, LLC

 

 

By:       /s/ Derek Pilecki                          

Name: Derek Pilecki

Title: Managing Member

 

 

 

GATOR FINANCIAL PARTNERS, LLC

 

By: Gator Capital Management, LLC, Manager

 

By:     /s/ Derek Pilecki                                        

Name: Derek Pilecki

Title:  Managing Member

 

 

 

 

/s/ Derek Pilecki                                                      

 

Derek Pilecki




EXHIBIT 1

JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock of Chain Bridge Bancorp, Inc. and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filings.

The undersigned further agree that each party hereto is responsible for the timely filing of such Statement on Schedule 13G and any amendments thereto, and for the accuracy and completeness of the information concerning such party contained therein; provided, however, that no party is responsible for the accuracy or completeness of the information concerning any other party, unless such party knows or has reason to believe that such information is inaccurate.

This Joint Filing Agreement may be signed in counterparts with the same effect as if the signature on each counterpart were upon the same instrument.


IN WITNESS WHEREOF, each of the undersigned has executed this Agreement as of November 27, 2024.

 

GATOR CAPITAL MANAGEMENT, LLC

 

 

By:       /s/ Derek Pilecki                          

Name: Derek Pilecki

Title: Managing Member

   

 

 

 

GATOR FINANCIAL PARTNERS, LLC

 

By: Gator Capital Management, LLC, Manager

By:      /s/ Derek Pilecki                                        

Name: Derek Pilecki

Title:  Managing Member

   

 

 

 

/s/ Derek Pilecki                                                      

 

Derek Pilecki




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