1 |
NAME OF REPORTING PERSON
Miller Value Partners, LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
52-2204753
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3 | SEC USE ONLY | ||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 |
SOLE VOTING POWER
0
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6 |
SHARED VOTING POWER
1,423,984
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7 |
SOLE DISPOSITIVE POWER
0
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8 |
SHARED DISPOSITIVE POWER
1,423,984
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,423,984
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
4.5%
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12 |
TYPE OF REPORTING PERSON
IA
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1 |
NAME OF REPORTING PERSON
William H. Miller III Living Trust (the "Trust")
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON (ENTITIES ONLY)
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2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a) [ ]
(b) [ ]
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3 | SEC USE ONLY | ||
4 |
CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 5 |
SOLE VOTING POWER
325,000
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6 |
SHARED VOTING POWER
1,423,984
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7 |
SOLE DISPOSITIVE POWER
325,000
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8 |
SHARED DISPOSITIVE POWER
1,423,984
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9 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,748,984 (The Trust owns 325,000 shares of common stock. The Trust is also deemed to be the beneficial owner of 1,423,984 shares of common stock owned by clients of Miller Value Partners, LLC, a registered investment adviser.)
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10 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
[ ]
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11 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.52%
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12 |
TYPE OF REPORTING PERSON
OO - The Trust is a living trust organized under the laws of the State of Florida
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ITEM 1(a). |
NAME OF ISSUER:
Silvergate Capital Corp
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ITEM 1(b). |
ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES:
4250 EXECUTIVE SQUARE STE 300, LA JOLLA, CA, 92037
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ITEM 2(a). |
NAME OF PERSON FILING:
Miller Value Partners, LLC
William H. Miller III Living Trust (the "Trust") |
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ITEM 2(b). |
ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE:
Miller Value Partners LLC: One South Street, Suite 2550 Baltimore, MD 21202
William H. Miller III Living Trust (the "Trust): One South Street, Suite 2550 Baltimore, MD 21202 |
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ITEM 2(c). |
CITIZENSHIP:
Delaware
United States of America |
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ITEM 2(d). |
TITLE OF CLASS OF SECURITIES:
Common Stock
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ITEM 2(e). |
CUSIP NUMBER:
82837P408
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ITEM 3. | IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13d-1(b), or 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. 78c); | |
(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)
[X] |
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)
[X] |
A parent holding company or control person in accordance with 240.13d-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 (15 U.S.C. 80a-3); | |
(j)
[ ] |
A non-U.S. institution in accordance with 240.13d-1(b)(1)(ii)(J); | |
(k)
[ ] |
Group, in accordance with 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with 240.13d1(b)(1)(ii)(J), please specify the type of institution: | |
ITEM 4. | OWNERSHIP | |
(a) Amount beneficially owned: | ||
Miller Value Partners, LLC is deemed to be the beneficial owner of 1,423,984 shares of common stock. William H. Miller III Living Trust (the "Trust") owns 325,000 shares of common stock. The Trust is also deemed to be the beneficial owner of 1,423,984 shares of common stock owned by clients of Miller Value Partners, LLC, a registered investment adviser. |
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(b) Percent of class: | ||
Miller Value Partners, LLC : 4.50% William H. Miller III Living Trust (the "Trust") : 1.03% |
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(c) Number of shares as to which the person has: | ||
(i) sole power to vote or to direct the vote: | ||
Miller Value Partners, LLC : 0 William H. Miller III Living Trust (the "Trust") : 325,000 |
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(ii) shared power to vote or to direct the vote: | ||
Miller Value Partners, LLC : 1,423,984 William H. Miller III Living Trust (the "Trust") : 1,423,984 |
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(iii) sole power to dispose or direct the disposition of: | ||
Miller Value Partners, LLC : 0 William H. Miller III Living Trust (the "Trust") : 325,000 |
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(iv) shared power to dispose or to direct the disposition of: | ||
Miller Value Partners, LLC : 1,423,984 William H. Miller III Living Trust (the "Trust") : 1,423,984 |
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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
[ ].
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ITEM 6. |
OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
N/A
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ITEM 7. |
IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH ACQUIRED THE SECURITY BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
See Exhibit A
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ITEM 8. |
IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP:
N/A
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ITEM 9. |
NOTICE OF DISSOLUTION OF GROUP:
N/A
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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.
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January 13 2023 |
Miller Value Partners, LLC
By:
/s/ Christopher Anderson
Name:
Christopher Anderson
Title:
Chief Compliance Officer
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January 13 2023 |
William H. Miller III Living Trust (the "Trust")
By:
/s/Chris Anderson
Name:
Chris Anderson
Title:
Duly authorized under Power of Attorney effective as of December 20, 2022 by and on behalf of William H. Miller III Living Trust. This Power of Attorney is incorporated herein by reference to Exhibit B
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