Edgar Filing: Patriot National, Inc.

NAMES OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Fifth Third Bancorp. IRS Identification Number 31-0854434

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions)

(a) (b)

SEC USE ONLY

CITIZENSHIP OR PLACE OF ORGANIZATION

Ohio

SC 13G/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

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

PURSUANT TO RULE 13d-2

Under the Securities Exchange Act of 1934

(Amendment No. 1)*

Patriot National, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

70338T102

(CUSIP Number)

December 31, 2017

(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 (“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. 70338T102		13G		Page 2 of 9

(1)	Percentage of class calculation is based upon 26,856,799 shares of the Issuer’s common stock outstanding as of November 14, 2016, as reported in the Issuer’s Report on Form 10-Q for the quarterly period ended September 30, 2016.


CUSIP NO. 70338T102		13G		Page 3 of 9

(1)	Percentage of class calculation is based upon 26,856,799 shares of the Issuer’s common stock outstanding as of November 14, 2016, as reported in the Issuer’s Report on Form 10-Q for the quarterly period ended September 30, 2016.


CUSIP NO. 70338T102		13G		Page 4 of 9

(1)	Percentage of class calculation is based upon 26,856,799 shares of the Issuer’s common stock outstanding as of November 14, 2016, as reported in the Issuer’s Report on Form 10-Q for the quarterly period ended September 30, 2016.


CUSIP NO. 70338T102		13G		Page 5 of 9


Item 1.

	(a)	Name of Issuer:

		Patriot National, Inc.

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

		Patriot National, Inc.
		401 E Las Olas Blvd. Suite 1650
		Fort Lauderdale, FL 33301

Item 2.

	(a)	Name of Person Filing:

		Fifth Third Bancorp, an Ohio corporation
		Fifth Third Financial Corporation, an Ohio corporation
		Fifth Third Bank, an Ohio banking corporation

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

		Fifth Third Center, Cincinnati, Ohio 45263

	(c)	Citizenship:

		Fifth Third Bancorp: Ohio
		Fifth Third Financial Corporation: Ohio
		Fifth Third Bank: Ohio

	(d)	Title of Class of Securities:

		Common Shares

	(e)	CUSIP Number:

		70338T102


CUSIP NO. 70338T102		13G		Page 6 of 9

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:

(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 Rule 13d-1(b)(1)(ii)(E);

(f)

☐

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

(g)

☒

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

(h)

☐

A savings association 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); or

(j)

☐

Group, in accordance with Rule 13d-1(b)(1)(ii)(J).

Item 4.

Ownership.

a. Amount beneficially owned:

1,431,400

b. Percent of class

5.3

c. Number of shares as to which such person has:

i. Sole power to vote or to direct the vote:

1,431,400

ii. Shared power to vote or to direct the vote:

iii. Sole power to dispose or to direct the disposition of:

iv. Shared power to dispose or to direct the disposition of:

1,431,400

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.

The securities covered by this Schedule are held in trust, agency or custodial capacities by Fifth Third Bank. These trust, agency or custodial accounts receive the dividends from, or the proceeds from the sale of, such securities.

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.


Subsidiary		Item 3 Classification
Fifth Third Bank – an Ohio banking corporation		Bank
Fifth Third Financial Corporation, an Ohio corporation		Parent Holding Company


CUSIP NO. 70338T102		13G		Page 7 of 9



Item 8.		Identification and Classification of Members of the Group.

		Not applicable.

Item 9.		Notice of Dissolution of Group.

		Not applicable.

Item 10.		Certifications.

		Not applicable.


CUSIP NO. 70338T102		13G		Page 8 of 9

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.


Dated: February 14, 2018						Fifth Third Bancorp, an Ohio corporation

						/s/ Michael P. Speaker
						By: Michael P. Speaker
						Title: Attorney-in-fact

						Fifth Third Financial Corporation, an Ohio corporation

						/s/ Michael P. Speaker
						By: Michael P. Speaker
						Title: Attorney-in-fact

						Fifth Third Bank, an Ohio corporation

						/s/ Michael P. Speaker
						By: Michael P. Speaker
						Title: Attorney-in-fact


CUSIP NO. 70338T102		13G		Page 9 of 9


Exhibit Index

Exhibit No.		Description

99.1		Power of Attorney relating to filings by Fifth Third Bancorp.

99.2		Power of Attorney relating to filings by Fifth Third Financial Corporation.

99.3		Power of Attorney relating to filings by Fifth Third Bank.

99.4		Joint Filing Agreement.