UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
SCHEDULE 13G
UNDER THE SECURITIES
EXCHANGE ACT OF 1934
FirstSun Capital
Bancorp
(Name of Issuer)
Class A Common
Stock, par value $0.0001 per share
(Title of Class
of Securities)
33767U107
(CUSIP Number)
September
30, 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:
| * |
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. 33767U107 |
Schedule
13G |
Page
2 of 10 |
| (1) |
NAMES OF REPORTING PERSON
Twin Meadow
VHC Trust U/A/D 5/25/2011(1) |
| |
|
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP: |
| |
|
| |
(a)
o |
| |
(b)
x |
| (3) |
SEC
USE ONLY |
| |
|
| |
|
| (4) |
CITIZENSHIP OR PLACE OF
ORGANIZATION
Missouri |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
(5) |
SOLE
VOTING POWER |
| |
|
| |
2,050,900 |
| (6) |
SHARED
VOTING POWER |
| |
|
| |
0 |
| (7) |
SOLE
DISPOSITIVE POWER |
| |
|
| |
2,050,900 |
| (8) |
SHARED
DISPOSITIVE POWER |
| |
|
|
| |
|
0 |
| (9) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| |
|
| |
2,050,900 |
| (10) |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o |
| |
|
| |
|
| (11)
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
| |
|
| |
7.41%
|
| (12)
|
TYPE
OF REPORTING PERSON |
| |
|
| |
OO |
| (1) |
2,050,900
common shares held by the Twin Meadow VHC Trust U/A/D 5/25/2011. As of November 14, 2024, Mollie H. Carter served
as the trustee of the above named trust. |
| |
|
| CUSIP
No. 33767U107 |
Schedule
13G |
Page
3 of 10 |
| (1) |
NAMES OF REPORTING PERSON
Mollie Hale
Carter Trust Agreement dated 12/19/1995(1) |
| |
|
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP: |
| |
|
| |
(a)
o |
| |
(b)
x |
| (3) |
SEC
USE ONLY |
| |
|
| |
|
| (4) |
CITIZENSHIP OR PLACE OF
ORGANIZATION
Colorado |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
(5) |
SOLE
VOTING POWER |
| |
|
| |
196,475 |
| (6) |
SHARED
VOTING POWER |
| |
|
| |
0 |
| (7) |
SOLE
DISPOSITIVE POWER |
| |
|
| |
196,475 |
| (8) |
SHARED
DISPOSITIVE POWER |
| |
|
|
| |
|
0 |
| (9) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| |
|
| |
196,475 |
| (10) |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o |
| |
|
| |
|
| (11)
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
| |
|
| |
0.61%
|
| (12)
|
TYPE
OF REPORTING PERSON |
| |
|
| |
OO |
| (1) |
196,475
common shares held by the Mollie Hale Carter Trust Agreement dated 12/19/1995. As of November 14, 2024, Mollie
H. Carter served as the trustee of the above named trust. |
| CUSIP
No. 33767U107 |
Schedule
13G |
Page
4 of 10 |
| (1) |
NAMES OF REPORTING PERSON
Wood Racket
Trust FBO Mollie H. Carter U/A/D 7/31/2003(1) |
| |
|
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP: |
| |
|
| |
(a)
o |
| |
(b)
x |
| (3) |
SEC
USE ONLY |
| |
|
| |
|
| (4) |
CITIZENSHIP OR PLACE OF
ORGANIZATION
Missouri |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
(5) |
SOLE
VOTING POWER |
| |
|
| |
238,100 |
| (6) |
SHARED
VOTING POWER |
| |
|
| |
0 |
| (7) |
SOLE
DISPOSITIVE POWER |
| |
|
| |
238,100 |
| (8) |
SHARED
DISPOSITIVE POWER |
| |
|
|
| |
|
0 |
| (9) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| |
|
| |
238,100 |
| (10) |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o |
| |
|
| |
|
| (11)
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
| |
|
| |
0.86%
|
| (12)
|
TYPE
OF REPORTING PERSON |
| |
|
| |
OO |
| (1) |
238,100
common shares held by the Wood Racket Trust FBO Mollie H. Carter U/A/D 7/31/2003. As of November 14, 2024, Mollie
H. Carter served as the co-trustee of the above named trust. |
| CUSIP
No. 33767U107 |
Schedule
13G |
Page
5 of 10 |
| (1) |
NAMES OF REPORTING PERSON
Orion VHC
Trust For the Mollie Hale Carter Family U/A/D 7/8/2011(1) |
| |
|
| (2) |
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP: |
| |
|
| |
(a)
o |
| |
(b)
x |
| (3) |
SEC
USE ONLY |
| |
|
| |
|
| (4) |
CITIZENSHIP OR PLACE OF
ORGANIZATION
Missouri |
NUMBER
OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH: |
(5) |
SOLE
VOTING POWER |
| |
|
| |
69,000 |
| (6) |
SHARED
VOTING POWER |
| |
|
| |
0 |
| (7) |
SOLE
DISPOSITIVE POWER |
| |
|
| |
69,000 |
| (8) |
SHARED
DISPOSITIVE POWER |
| |
|
|
| |
|
0 |
| (9) |
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| |
|
| |
69,000 |
| (10) |
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES o |
| |
|
| |
|
| (11)
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9 |
| |
|
| |
0.25%
|
| (12)
|
TYPE
OF REPORTING PERSON |
| |
|
| |
OO |
| (1) |
69,000
common shares held by the Orion VHC Trust For the Mollie Hale Carter Family U/A/D 7/8/2011. As of November 14,
2024, Mollie H. Carter served as the co-trustee of the above named trust. |
| CUSIP
No. 33767U107 |
Schedule
13G |
Page
6 of 10 |
Item 1(a). Name of Issuer:
FirstSun Capital Bancorp (the “Issuer”).
Item 1(b). Address of Issuer’s
Principal Executive Offices:
1400 16th Street, Suite 250
Denver, Colorado 80202
Item 2(a). Name of Person Filing:
The
Statement is filed on behalf of the (i) Twin Meadow VHC Trust U/A/D 5/25/2011; (ii)
Mollie Hale Carter Trust Agreement dated 12/19/1995; (iii) Wood Racket Trust FBO Mollie H. Carter U/A/D 7/31/2003; and (iv) Orion
VHC Trust For the Mollie Hale Carter Family U/A/D 7/8/2011 (each, a “Reporting Person” and collectively the
“Reporting Persons”).
Item 2(b).
Address of Principal Business Office or, if None, Residence:
1400 16th Street, Suite 250
Denver, Colorado
80202
Item 2(c).
Citizenship:
The Twin Meadow
VHC Trust U/A/D 5/25/2011 is a trust existing in the State of Missouri.
The Mollie Hale
Carter Trust Agreement dated 12/19/1995 is a trust existing in the State of Colorado.
The Wood Racket
Trust FBO Mollie H. Carter U/A/D 7/31/2003 is trust existing in the State of Missouri.
The Orion VHC
Trust For the Mollie Hale Carter Family U/A/D 7/8/2011 is a trust existing in the State of Missouri.
Item 2(d). Title of Class of Securities:
Common stock,
par value $0.0001 per share (“Common Stock”)
Item 2(e). CUSIP Number:
33767U107
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) |
o |
Broker
or dealer registered under Section 15 of the Exchange Act; |
| |
|
|
| (b) |
o |
Bank
as defined in Section 3(a)(6) of the Exchange Act; |
| |
|
|
| (c) |
o |
Insurance
company as defined in Section 3(a)(19) of the Exchange Act; |
| |
|
|
| (d) |
o |
Investment
company registered under Section 8 of the Investment Company Act; |
| |
|
|
| (e) |
o |
An
investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); |
| |
|
|
| (f) |
o |
An
employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(ii)(F); |
| |
|
|
| (g) |
o |
A
parent holding company or control person in accordance Rule 13d-1(b)(1)(ii)(G); |
| |
|
|
| (h) |
o |
A
savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;. |
| |
|
|
| (i) |
o |
A
church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company
Act; |
| |
|
|
| (j) |
o |
A
non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J); |
| |
|
|
| (k) |
o |
Group,
in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J),
please specify the type of institution: ______ |
| CUSIP
No. 33767U107 |
Schedule
13G |
Page
7 of 10 |
Item 4. Ownership:
Provide the
following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item
1
(a) Amount
Beneficially Owned:
As
of the close of business on November 14, 2024, the Reporting Persons beneficially owned an aggregate of 2,554,475 shares of the
Issuer’s Common Stock. Specifically, as of the close of business on November 14, 2024:
i)
The Twin Meadow VHC Trust U/A/D 5/25/2011, beneficially owned 2,050,900 shares of the Issuer’s Common Stock (the “Twin
Meadow Trust”);
ii)
The Mollie Hale Carter Trust Agreement dated 12/19/1995, beneficially owned 196,475 shares of the Issuer’s Common Stock
(the “MHC Trust”);
iii)
The Wood Racket Trust FBO Mollie H. Carter U/A/D 7/31/2003, beneficially owned 238,100 shares of the Issuer’s Common Stock
(the “Wood Racket Trust”); and
iv)
The Orion VHC Trust For the Mollie Hale Carter Family U/A/D 7/8/2011 beneficially owned 69,000 shares of the Issuers Common Stock
(the “Orion Trust”), which together with the shares of the Issuer’s Common Stock beneficially owned by the
Twin Meadow Trust, the MHC Trust, and Wood Racket Trust represented 2,554,475 shares of the Issuer’s Common Stock or 9.13% of
the Issuer’s Common Stock outstanding.
(b) Percent
of Class:
As
of the close of business on November 14, 2024, the Twin Meadow Trust, the MHC Trust, the Wood Racket Trust and the Orion Trust
may be deemed to have beneficially owned 2,554,475 shares of the Issuer’s Common Stock or 9.13% of the Issuer’s Common
Stock outstanding (see Item 4(a) above), which percentage was calculated based on 27,666,854 shares of the Issuer’s Common
Stock outstanding as of November 7, 2024, as per the information reported in the Issuer’s Form 10-Q filed on November 8,
2024.
(c) Number
of shares as which such person has:
| |
(i) |
Sole
power to vote or to direct the vote: 2,554,475. |
| |
(ii) |
Shared
power to vote or to direct the vote: -0-. |
| |
(iii) |
Sole
power to dispose or to direct the disposition of: 2,554,475. |
| |
(iv) |
Shared
power to dispose or to direct the disposition of: -0-. |
Mollie
H. Carter is the trustee of each of the Twin Meadow Trust and the MHC Trust. She is the co-trustee of the Wood Racket Trust and
the Orion Trust. She may be deemed to have voting, investment, and dispositive power with respect to the securities described
in this Schedule 13G. She owns no other securities of the Issuer.
The
filing of this Schedule 13G shall not be construed as an admission that the Reporting Persons, or either of them, is or are the
beneficial owners of the shares for any other purpose than Section 13(d) and 13(g) of the Act, as amended.
The Reporting Persons and Ms. Carter believe that they are not a “group”
under Section 13(d) of the Act, and the filing of this Schedule 13G shall not be deemed an admission that the Reporting Persons
are members of such a group.
| CUSIP
No. 33767U107 |
Schedule
13G |
Page
8 of 10 |
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 5 percent of the class of securities, check the following o.
Item 6. Ownership of More Than
Five 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:
See Exhibit I.
Item 9. Notice of Dissolution
of Group:
Not Applicable.
Item 10. Certification.
Not Applicable. The Reporting Persons
have not added any securities to their holdings since the effective date of the registration of the class of Issuer’s securities
of Section 12(b) of the Exchange Act.
Exhibits:
Exhibit I: Joint
Filing Agreement, dated as of November 14, 2024, by and among the Twin Meadow VHC Trust U/A/D 5/25/2011, the Mollie Hale Carter
Trust Agreement dated 12/19/1995, the Wood Racket Trust FBO Mollie H. Carter U/A/D 7/31/2003; and the Orion VHC Trust For the
Mollie Hale Carter Family U/A/D 7/8/2011.
| CUSIP
No. 33767U107 |
Schedule
13G |
Page
9 of 10 |
SIGNATURE
After reasonable
inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is
true, complete, and correct.
Date: November 14, 2024
| |
Twin
Meadow VHC Trust U/A/D
5/25/2011
/s/ Mollie H. Carter |
| |
Name: Mollie H. Carter
Title: Trustee
|
| |
Mollie
Hale Carter Trust
Agreement dated 12/19/1995
/s/ Mollie H. Carter |
| |
Name:
Mollie H. Carter
Title: Trustee
|
| |
Wood
Racket Trust FBO
Mollie H. Carter U/A/D 7/31/2003
/s/ Mollie H. Carter |
| |
Name: Mollie H. Carter
Title: Co-Trustee |
| |
|
| |
Orion VHC Trust
For the
Mollie Hale Carter Family
U/A/D 7/8/2011 |
| |
|
| |
/s/ Mollie
H. Carter |
| |
Name: Mollie H. Carter |
| |
Title: Co-Trustee |
| CUSIP
No. 33767U107 |
Schedule
13G |
Page
10 of 10 |
EXHIBIT
I
JOINT
FILING AGREEMENT
This will
confirm the agreement by and among the undersigned that the Schedule 13G filed with the Securities and Exchange Commission on
or about the date hereof with respect to the beneficial ownership by the undersigned of the common stock, par value $0.0001 per
share, of FirstSun Capital Bancorp, a Delaware corporation, will be filed on behalf of each of the persons and entities named
below in accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended. This Agreement may be executed in
two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same
instrument.
Dated:
November 14, 2024
| . |
Twin
Meadow VHC Trust U/A/D
5/25/2011
/s/ Mollie H. Carter |
| |
Name: Mollie H. Carter
Title: Trustee
|
| |
Mollie
Hale Carter Trust
Agreement dated 12/19/1995
/s/ Mollie H. Carter |
| |
Name:
Mollie H. Carter
Title: Trustee
|
| |
Wood
Racket Trust FBO
Mollie H. Carter U/A/D 7/31/2003
/s/ Mollie H. Carter |
| |
Name: Mollie H. Carter
Title: Co-Trustee |
| |
|
| |
Orion VHC Trust
For the
Mollie Hale Carter Family
U/A/D 7/8/2011 |
| |
|
| |
/s/ Mollie
H. Carter |
| |
Name: Mollie H. Carter |
| |
Title: Co-Trustee |
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