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Correspondence 0001193125-23-140304 from BV Financial, Inc. (BVFL)

BV Financial, Inc.
Date: May 10, 2023 · CIK: 0001302387 · Accession: 0001193125-23-140304

AI Filing Summary & Sentiment

File numbers found in text: 333-270496

Referenced dates: May 9, 2023

Date
May 10, 2023
Author
Zachary Davis
Form
CORRESP
Company
BV Financial, Inc.

Letter

LUSE GORMAN, PC

Attorneys at Law

WISCONSIN AVENUE, N.W., SUITE 780

Washington, D.C. 20015

TELEPHONE (202) 274-2000

Facsimile (202) 362-2902

www.luselaw.com

WRITER’S DIRECT DIAL NUMBER

WRITER’S E-MAIL

(202) 274-2021

zdavis@luselaw.com

May 10, 2023

Via EDGAR

United States Securities and Exchange Commission

Division of Corporation Finance

100 F Street, NE

Washington, DC 20549

Re: BV Financial, Inc.

Amendment No 1 to the Registration Statement on Form S-1

Filed April 24, 2023

File No. 333-270496

To Whom It May Concern:

On behalf of BV Financial, Inc. (the “Company”), filed herewith is the Company’s Pre-Effective Amendment No. 2 to Registration Statement on Form S-1, including exhibits (the “Amended Registration Statement”), which has been marked pursuant to SEC Rule 472 in response to the Staff’s comment letter dated May 9, 2023. The Staff’s comment is reproduced below, followed by the Company’s response.

Amendment No. 1 to Registration Statement on Form S-1

Our inability to generate core deposits may cause us to rely more heavily on wholesale funding strategies, page 18

1. We note your response to prior comment 8 and reissue in part. Consistent with your disclosure on pages 30 and 33, please expand your risk factor to further clarify the significant increase in your dependence on Federal Home Loan Bank borrowings. In this regard, we note the trend in increased borrowings from $12.0 million at December 31, 2022 to $37.5 million at March 31, 2023.

Additional disclosure has been added on page 18 of the Prospectus in response to this comment.

* * *

LUSE GORMAN, PC

United States Securities and Exchange Commission

Division of Corporation Finance

May 10, 2023

Page 2

If you have any questions, please contact the undersigned.

Very truly yours,
Zachary Davis

Show Raw Text
CORRESP
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filename1.htm

CORRESP

 LUSE GORMAN, PC

Attorneys at Law

 5335
WISCONSIN AVENUE, N.W., SUITE 780

 Washington, D.C. 20015

TELEPHONE (202) 274-2000

Facsimile (202) 362-2902

www.luselaw.com

WRITER’S DIRECT DIAL NUMBER

WRITER’S E-MAIL

(202) 274-2021

zdavis@luselaw.com

 May 10, 2023

Via EDGAR

 United States Securities and Exchange
Commission

 Division of Corporation Finance

 100 F Street, NE

 Washington, DC 20549

Re:    BV Financial, Inc.

Amendment No 1 to the Registration Statement on Form S-1

Filed April 24, 2023

File No. 333-270496

To Whom It May Concern:

 On behalf of BV
Financial, Inc. (the “Company”), filed herewith is the Company’s Pre-Effective Amendment No. 2 to Registration Statement on Form S-1, including
exhibits (the “Amended Registration Statement”), which has been marked pursuant to SEC Rule 472 in response to the Staff’s comment letter dated May 9, 2023. The Staff’s comment is reproduced below, followed by the
Company’s response.

 Amendment No. 1 to Registration Statement on Form S-1

Our inability to generate core deposits may cause us to rely more heavily on wholesale funding strategies, page 18

1. We note your response to prior comment 8 and reissue in part. Consistent with your disclosure on pages 30 and 33, please expand your risk
factor to further clarify the significant increase in your dependence on Federal Home Loan Bank borrowings. In this regard, we note the trend in increased borrowings from $12.0 million at December 31, 2022 to $37.5 million at
March 31, 2023.

 Additional disclosure has been added on page 18 of the Prospectus in response to this comment.

*        *        *

 LUSE GORMAN, PC

United States Securities and Exchange Commission

 Division of
Corporation Finance

 May 10, 2023

 Page 2

 If you have any questions, please contact the undersigned.

Very truly yours,

Zachary Davis

 Enclosure

cc:
 Michael Henderson, SEC

Robert Klein, SEC

 John Stickel,
SEC

 James Lopez, SEC

 David
M. Flair, BV Financial, Inc.

 Timothy L. Prindle, BV Financial, Inc.

Scott A. Brown, Esq.