UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. )*
B of I HOLDING, INC.
(Name of Issuer)
Common Stock
(Title of Class of Securities)
05566U108
(CUSIP Number)
Robert Eprile
5743 Meadows Del Mar
San Diego, CA 92130
Phone: (858) 720-9952
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
January 11, 2006
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of ss.ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box. |_|
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See ss.240.13d-7 for other
parties to whom copies are to be sent.
* 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
disclosures provided in a prior cover page.
The information required on 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. 05566U108
--------------------------------------------------------------------------------
1. Names of Reporting Persons. I.R.S. Identification Nos. of above persons
(entities only)
Robert Eprile
--------------------------------------------------------------------------
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) |_|
--------------------------------------------------------------------------
(b) |_|
--------------------------------------------------------------------------
3. SEC Use Only
--------------------------------------------------------------------------
4. Source of Funds (See Instructions)
PF
--------------------------------------------------------------------------
5. Check if Disclosure of Legal Proceedings Is Required Pursuant to Items
2(d) or 2(e) |_|
--------------------------------------------------------------------------
6. Citizenship or Place of Organization
United States of America
--------------------------------------------------------------------------
Number of 7. Sole Voting Power
Shares
Beneficially 422,106
Owned by --------------------------------------------------------
Each
Reporting 8. Shared Voting Power
Person With
--------------------------------------------------------
9. Sole Dispositive Power
422,106
--------------------------------------------------------
10. Shared Dispositive Power
--------------------------------------------------------
11. Aggregate Amount Beneficially Owned by Each Reporting Person
422,106
--------------------------------------------------------------------------
12. Check if the Aggregate Amount in Row (11) Excludes Certain Shares (See
Instructions) |_|
--------------------------------------------------------------------------
13. Percent of Class Represented by Amount in Row (11)
5.1%
--------------------------------------------------------------------------
14. Type of Reporting Person (See Instructions)
IN
--------------------------------------------------------------------------
2
Item 1. Security and Issuer
This statement relates to the common stock, $.01 par value, (the "Common Stock")
of B of I Holding, Inc. (the "Issuer"). The address of the Issuer's principal
executive offices is 12777 High Bluff Drive, Suite 100, San Diego, CA 92130.
Item 2. Identity and Background
(a) - (c) The name of the person filing this statement is: Robert Eprile, a
California resident, that acquired the securities which are the subject of this
Schedule 13D. The business address for the Reporting Person is 5743 Meadows Del
Mar San Diego, CA 92130. Mr Eprile is a former director of B of I Holding, Inc.
(d) and (e) During the last five years, the person filing this statement has not
been (i) convicted in a criminal proceeding (excluding traffic violations and
similar misdemeanors), or (ii) a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and as a result of such proceeding
was or is subject to a judgment, decree or final order enjoining future
violations of, or mandating activities subject to, federal or state securities
laws or finding any violation with respect to such laws.
(f) Robert Eprile is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
On January 11, 2005, Robert Eprile exercised stock options to purchased an
aggregate of 48,106 shares of the Issuer's Common Stock at $4.19 per share for
an aggregate of $201,587.04. This purchase as well as prior acquisitions of the
Issuer's Common Stock were funded from personal funds of Mr. Eprile.
Item 4. Purpose of Transaction
The purchases herein reported by the Reporting Person were for investment
purposes.
(a) The Reporting Person may also make additional purchases of or dispositions
of the Issuer's securities.
(b) None at the present time.
(c) None at the present time.
(d) None at the present time.
(e) None at the present time.
(f) None at the present time.
(g) None at the present time.
(h) None at the present time.
(i) None at the present time.
(j) None at the present time.
Item 5. Interest in Securities of the Issuer
(a) The Reporting Person beneficially owns 422,106 shares of Common Stock or
5.1% of the Issuer's currently outstanding Common Stock.
3
(b) The Reporting Person has the sole voting and dispositive power over 422,106
shares of Common Stock or 5.1% of the Issuer's currently outstanding Common
Stock.
(c)-(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to
Securities of the Issuer
None.
Item 7. Material to Be Filed as Exhibits
None.
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.
January 20, 2006
----------------------------------------
Date
/s/ Robert Eprile
----------------------------------------
Signature
Robert Eprile
----------------------------------------
Name/Title
4