Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
|
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 |
SCHEDULE 13G
|
UNDER THE SECURITIES EXCHANGE ACT OF 1934
|
(Amendment No. 7)*
|
CAPITAL BANCORP, INC. (Name of Issuer) |
Common Stock, par value $.01 per share (Title of Class of Securities) |
139737100 (CUSIP Number) |
12/31/2024 (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)
|
SCHEDULE 13G
|
| CUSIP No. | 139737100 |
| 1 | Names of Reporting Persons
Randall J. Levitt | ||||||||
| 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
UNITED STATES
| ||||||||
| Number of Shares Beneficially Owned by Each Reporting Person With: |
| ||||||||
| 9 | Aggregate Amount Beneficially Owned by Each Reporting Person
1,022,547.00 | ||||||||
| 10 | Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
| ||||||||
| 11 | Percent of class represented by amount in row (9)
6.1 % | ||||||||
| 12 | Type of Reporting Person (See Instructions)
IN |
SCHEDULE 13G
|
| Item 1. | ||
| (a) | Name of issuer:
CAPITAL BANCORP, INC. | |
| (b) | Address of issuer's principal executive offices:
2275 Research Boulevard, Suite 600, Rockville, MD, 20850 | |
| Item 2. | ||
| (a) | Name of person filing:
Randall J. Levitt | |
| (b) | Address or principal business office or, if none, residence:
2275 Research Boulevard, Suite 600, Rockville, MD 20850 | |
| (c) | Citizenship:
Mr. Levitt is an individual residing in the State of Maryland. | |
| (d) | Title of class of securities:
Common Stock, par value $.01 per share | |
| (e) | CUSIP No.:
139737100 | |
| 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)(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). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution: | |
| (k) | Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
| |
| Item 4. | Ownership | |
| (a) | Amount beneficially owned:
The aggregate number of shares of common stock, par value $0.01 per share ("Common Stock") beneficially owned by the reporting person is 1,022,547. No shares of Common Stock directly held by the reporting person over which the reporting person has sole voting and dispositive power; 4,626 shares of Common Stock underlying options that are currently exercisable within 60 days of December 31, 2024 over which the reporting person is deemed to have sole voting and dispositive power; 266,665 shares of Common Stock held by the Randall James Levitt Revocable Trust ("RJRT") over which the reporting person has sole voting and dispositive power; 392,000 shares of Common Stock held by BTC Trust Company of South Dakota ("BTC"), FBO the RSL Family Trust (formerly known as the Richard S. Levitt Fifth Trust) whose business affairs are managed by Nellis Corporation ("Nellis"), a company that employs the reporting person and at which he serves as President, over which the reporting person shares voting and dispositive power; 30,000 shares of Common Stock held by BTC, FBO Adam J. Tross 2012 B Trust, a trust that benefits one of Mr. Levitt's nephews and whose business affairs are managed by Nellis, over which the reporting person shares voting and dispositive power; 30,000 shares of Common Stock held by BTC, FBO Brian Z. Tross 2012 B Trust, a trust that benefits one of Mr. Levitt's nephews and whose business affairs are managed by Nellis, over which the reporting person shares voting and dispositive power; 30,700 shares of Common Stock held by the RJL Investment Company, LLC ("RJLIC"), which is owned by BTC in its capacity as the trustee of the Randall James Levitt 1968 B Trust, and managed by Precious Legacy, LLC, which is owned by RJRT, over which the reporting person shares voting and dispositive power; 114,500 shares of Common Stock held by Montrose Lending Group, LLC, a company that is (i) owned by (y) NC Associates Corporation ("NC"), a company 50 percent owned by RJRT, and (z) BTC, FBO the RSL Family 2011 Dynasty Trust and the JSL Family 2011 Dynasty Trust whose business affairs, respectively, are managed by Nellis and (ii) managed by NC, over which the reporting person shares voting and dispositive power; and 154,056 shares of Common Stock held by Maud Associates, LLC, a company that is 50 percent owned by a trust that benefits one of the reporting person's daughters and for which the reporting person acts as sole trustee, over which the reporting person shares voting and dispositive power. This amount excludes 148,600 shares the reporting person disclaims, except to the extent of his pecuniary interest, including 16,800 shares owned by Needle Leaf Associates, LLC, a company owned by one of Mr. Levitt's daughters and her husband; 15,000 shares held by MAL Investment Company, LLC, which is owned by BTC, in its capacity as trustee of the Mark Alan Levitt 1966 B Trust, a trust that benefits Mr. Levitt's brother; 13,500 shares held by Beth L. Tross Revocable Trust, a trust that benefits Mr. Levitt's sister; 73,500 shares held by MAL Revocable Trust, a trust that benefits Mr. Levitt's brother; 20,000 shares held by BTC, FBO Beth L. Tross Legacy Trust, a trust that benefits Mr. Levitt's sister and the descendants of Mr. Levitt's brother-in-law; 4,000 shares held by Nathan R. Tross IRA, an account that benefits Mr. Levitt's brother-in-law; 500 shares held by Beth L. Tross IRA, an account that benefits Mr. Levitt's sister; 3,000 shares held in a joint account by Mr. Levitt's sister and brother-in-law; 300 shares held by Adam J. Tross, one of Mr. Levitt's nephews; and 2,000 shares held by Brian Z. Tross, one of Mr. Levitt's nephews. Also excludes 4,055 shares of Common Stock underlying options that are subject to vesting. | |
| (b) | Percent of class:
The aggregate percentage of the shares of Common Stock outstanding beneficially owned by the reporting person is 6.1% which is based on 16,662,626 shares of Common Stock outstanding as of December 31, 2024. This percentage excludes 148,600 shares the reporting person disclaims, except to the extent of his pecuniary interest, including 16,800 shares owned by Needle Leaf Associates, LLC, a company owned by one of Mr. Levitt's daughters and her husband; 15,000 shares held by MAL Investment Company, LLC, which is owned by BTC, in its capacity as trustee of the Mark Alan Levitt 1966 B Trust, a trust that benefits Mr. Levitt's brother; 13,500 shares held by Beth L. Tross Revocable Trust, a trust that benefits Mr. Levitt's sister; 73,500 shares held by MAL Revocable Trust, a trust that benefits Mr. Levitt's brother; 20,000 shares held by BTC, FBO Beth L. Tross Legacy Trust, a trust that benefits Mr. Levitt's sister and the descendants of Mr. Levitt's brother-in-law; 4,000 shares held by Nathan R. Tross IRA, an account that benefits Mr. Levitt's brother-in-law; 500 shares held by Beth L. Tross IRA, an account that benefits Mr. Levitt's sister; 3,000 shares held in a joint account by Mr. Levitt's sister and brother-in-law; 300 shares held by Adam J. Tross, one of Mr. Levitt's nephews; and 2,000 shares held by Brian Z. Tross, one of Mr. Levitt's nephews. Also excludes 4,055 shares of Common Stock underlying options that are subject to vesting. %
| |
| (c) | Number of shares as to which the person has:
| |
| (i) Sole power to vote or to direct the vote:
271,291 | ||
| (ii) Shared power to vote or to direct the vote:
751,256 | ||
| (iii) Sole power to dispose or to direct the disposition of:
271,291 | ||
| (iv) Shared power to dispose or to direct the disposition of:
751,256 | ||
| Item 5. | Ownership of 5 Percent or Less of a Class. | |
| Item 6. | Ownership of more than 5 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. | |
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. | Certifications: |
| 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.
|
|
|