SEC Comment Letter 0000000000-22-013681 to BYLINE BANCORP, INC. (BY) (CIK 0001702750) (BY)
BYLINE BANCORP, INC. (BY) (CIK 0001702750)
Date: Dec. 19, 2022 · CIK: 0001702750 · Accession: 0000000000-22-013681
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 333-268793
Letter
United States securities and exchange commission logo December 19, 2022 Roberto R. Herencia Executive Chairman and Chief Executive Officer Byline Bancorp, Inc. 180 North LaSalle Street, Suite 300 Chicago, IL 60601 Re:Byline Bancorp, Inc. Registration Statement on Form S-3 Filed December 14, 2022 File No. 333-268793 Dear Roberto R. Herencia: We have limited our review of your registration statement to those issues we have addressed in our comments. In some of our comments, we may ask you to provide us with information so we may better understand your disclosure. Please respond to this letter by amending your registration statement and providing the requested information. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your registration statement and the information you provide in response to these comments, we may have additional comments. Registration Statement on Form S-3 General 1.Please revise your fee table and the prospectus to disclose the aggregate number of securities being registered for resale by the selling securityholders and describe the initial transaction(s) in which the securities were sold to them. Also file a revised legality opinion that covers the securities to be offered for resale by the selling securityholders. Refer to General Instruction II.G. to Form S-3, Securities Act Rule 430B(b)(2), and, for guidance, Questions 228.03 and 228.04 of the Securities Act Rules Compliance and Disclosure Interpretations.
FirstName LastNameRoberto R. Herencia Comapany NameByline Bancorp, Inc. December 19, 2022 Page 2 FirstName LastName Roberto R. Herencia Byline Bancorp, Inc. December 19, 2022 Page 2 We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate time for us to review any amendment prior to the requested effective date of the registration statement. Please contact David Lin at (202) 551-3552 or J. Nolan McWilliams, Acting Legal Branch Chief, at (202) 551-3217 with any questions. Sincerely, Division of Corporation Finance Office of Finance
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United States securities and exchange commission logo
December 19, 2022
Roberto R. Herencia
Executive Chairman and Chief Executive Officer
Byline Bancorp, Inc.
180 North LaSalle Street, Suite 300
Chicago, IL 60601
Re:Byline Bancorp, Inc.
Registration Statement on Form S-3
Filed December 14, 2022
File No. 333-268793
Dear Roberto R. Herencia:
We have limited our review of your registration statement to those issues we have
addressed in our comments. In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure.
Please respond to this letter by amending your registration statement and providing the
requested information. If you do not believe our comments apply to your facts and
circumstances or do not believe an amendment is appropriate, please tell us why in your
response.
After reviewing any amendment to your registration statement and the information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form S-3
General
1.Please revise your fee table and the prospectus to disclose the aggregate number of
securities being registered for resale by the selling securityholders and describe the initial
transaction(s) in which the securities were sold to them. Also file a revised legality
opinion that covers the securities to be offered for resale by the selling securityholders.
Refer to General Instruction II.G. to Form S-3, Securities Act Rule 430B(b)(2), and, for
guidance, Questions 228.03 and 228.04 of the Securities Act Rules Compliance and
Disclosure Interpretations.
FirstName LastNameRoberto R. Herencia
Comapany NameByline Bancorp, Inc.
December 19, 2022 Page 2
FirstName LastName
Roberto R. Herencia
Byline Bancorp, Inc.
December 19, 2022
Page 2
We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please allow adequate
time for us to review any amendment prior to the requested effective date of the registration
statement.
Please contact David Lin at (202) 551-3552 or J. Nolan McWilliams, Acting Legal
Branch Chief, at (202) 551-3217 with any questions.
Sincerely,
Division of Corporation Finance
Office of Finance