UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 15)*
ePlus Inc.
(Name of Issuer)
Common Stock, par value $0.01 per share
(Title of Class of Securities)
294268107
(CUSIP Number)
Hovde Capital Advisors LLC
Suite 350
122 W. Washington Avenue
Madison, WI 53703
Attn: Eric Hovde / Jared Clevers
(608)-255-5175
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
December 5, 2014
(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 Rule 13d-
1(e), Rule 13d-1(f) or Rule 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 ?240.13d-7(b) 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. 294268107
1
Names of Reporting Persons: Eric D. Hovde
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 /AF
5
Check if disclosure of legal proceedings is required pursuant
to Items 2(d) or 2(e): [ ]
6
Citizenship or place of organization: Citizenship - United
States of America
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
7 Sole Voting Power: 274,255 Shares
8 Shared voting power: 107,325 Shares
9 Sole dispositive power: 274,255 Shares
10 Shared dispositive power: 107,325
Shares
11
Aggregate amount beneficially owned by each reporting person:
381,580 Shares FN1
12
Check if the aggregate amount in row (11) excludes certain
shares (see instructions): [ ]
13
Percent of class represented by amount in row (11):
5.16% FN1
14
Type of reporting person (see instructions): IN (Individual)
CUSIP No: 294268107
1
Names of reporting persons: Hovde Capital Advisors LLC
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): AF
5
Check if disclosure of legal proceedings is required pursuant
to Items 2(d) or 2(e): [ ]
6
Citizenship or place of organization: Place of Organization ?
State of Delaware
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
7 Sole voting power: 0 Shares
8 Shared voting power: 77,060 Shares
9 Sole dispositive power: 0 Shares
10 Shared dispositive power: 77,060 Shares
11
Aggregate amount beneficially owned by each reporting person:
77,060 Shares FN1
12
Check if the aggregate amount in row (11) excludes certain
shares (see instructions): [ ]
13
Percent of class represented by amount in row (11): 1.04% FN1
14
Type of reporting person (see instructions): IA (Investment
Adviser)
FN 1. This Amendment No. 15 (?Amendment No. 15?) to
this Schedule 13D (the ?Schedule 13D?) is being filed by the
Reporting Persons (as defined below) with respect to 381,580
shares (the ?Reported Shares?) of common stock, par value $0.01
(the ?Shares?), of ePlus inc (the ?Issuer?), which constitutes
approximately 5.16% of the issued and outstanding Shares. For
purposes hereof, the term ?Reporting Persons? means Eric D.
Hovde, a citizen of the United States (?EDH?), and Hovde Capital
Advisors LLC, a Delaware limited liability company (the
?Investment Manager?). As described below, a portion of the
Shares are owned directly by: (i) Financial Institution Partners
III, L.P., a Delaware limited partnership (?FIP III?), a private
investment vehicle and (ii) the Eric D. and Steven D. Hovde
Foundation, an irrevocable trust (?The Foundation?). Hovde
Capital, Ltd., a Nevada limited liability company (?HCLTD?) is
the general partner of FIP III. HCLTD has delegated voting and
dispositive power over the Shares held by FIP III to the
Investment Manager. EDH is a managing member of the Investment
Manager and of HCLTD. EDH is a trustee of the Foundation.
The direct beneficial owners of the Reported Shares are as
follows:
EDH: 274,255 Shares;
FIP III: 77,060 Shares; and
The Foundation: 30,265 Shares.
Each of the Reporting Persons disclaims beneficial ownership
of the Shares, except to the extent of his or its pecuniary
interest therein, and the filing of this Schedule 13D shall not
be deemed an admission of beneficial ownership of such Shares for
any purpose.
Introduction
This Amendment No. 15 amends and supplements the information set
forth in the Schedule 13D filed by the Reporting Persons (as
defined therein) with the U.S. Securities and Exchange Commission
on March 16, 1999, as amended by Amendment No. 1 on May 7, 1999,
Amendment No. 2 on May 5, 2000, Amendment No. 3 on January 22,
2003, Amendment No. 4 on July 2, 2003, Amendment No. 5 on
December 2, 2003, Amendment No. 6 on December 11, 2003,
Amendment No. 7 on May 6, 2005, Amendment No. 8 on June 30, 2005,
Amendment No. 9 on August 14, 2006, Amendment No. 10 on August
16, 2006, Amendment No. 11 on November 21, 2006, Amendment No. 12
on August 11, 2010, Amendment No. 13 on November 12, 2013, and
Amendment No. 14 on November 25, 2014, relating to the Shares.
The Schedule 13D is being amended and supplemented to, among
other things, reflect changes in the number of Shares
beneficially owned by the Reporting Persons. Capitalized terms
used and not otherwise defined herein shall have the meanings set
forth in the Schedule 13D.
The Reporting Persons are filing this Amendment No. 15 in
connection with the disposition by the Reporting Persons of 1% or
more of securities of the Issuer. This Amendment is being filed
to amend Items 5(a)-(c) as follows:
Item 5. Interest in Securities of the Issuer
(a)
The Reporting Persons may be deemed to beneficially own
381,580 Shares, which represents 5.16% of the issued and
outstanding Shares, assuming there are 7,398,062 Shares issued
and outstanding as of the date hereof, which amount was
reported in the Issuer?s Form 10-Q filed with the Securities
and Exchange Commission for the quarterly period ended
September 30, 2014. Due to the positions described above, the
Reporting Persons may be deemed to beneficially own, and may
share or have sole power to vote, direct the vote, dispose of,
or direct the disposition of, certain of the Reported Shares
as follows:
Reporting
Person
Shares
Beneficially
Owned
Percent of
Outstanding
Sole Power
Shared Power
EDH
381,580
Shares
5.16
274,255
107,325
Shares
Investment
Manager
77,060 Shares
1.04
-
77,060 Shares
(b)
See Item 5(a) above.
(c)
Within the last sixty days, the Reporting Persons consummated
the following transactions:
(i)
On September 25, 2014, EDH acquired 1,339 Shares. EDH, a
director of the Issuer was issued 1,339 restricted shares
of common stock of the Issuer pursuant to EDH?s election to
receive the restricted shares in lieu of cash compensation
as permitted under the Issuer?s 2008 Non-Employee Director
Long Term Incentive Plan (the ?2008 Plan?).
(ii)
On October 1, 2014, EDH acquired 334 Shares. EDH, a
director of the Issuer was issued 334 restricted shares of
common stock of the Issuer pursuant to EDH?s election to
receive the restricted shares in lieu of cash compensation
as permitted under the 2008 Plan.
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:
December 5, 2014
ERIC D. HOVDE
/s/ Eric D. Hovde
HOVDE CAPITAL ADVISORS LLC
By:
/s/ Eric D. Hovde
Name:
Title:
Eric D. Hovde
Managing Member