UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 5)* REPUBLIC FIRST BANCORP, INC. ---------------------------- (Name of Issuer) COMMON STOCK, $.01 PAR VALUE PER SHARE -------------------------------------- (Title of Class of Securities) 760416107 --------- (CUSIP Number) -------------------- (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) [X] 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. 760416107 SCHEDULE 13G PAGE 2 OF 5 -------------- 1 NAMES OF REPORTING PERSONS Harris Wildstein 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a)[ ] (b)[ ] 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION United States 5 SOLE VOTING POWER NUMBER OF 897,930 (1) SHARES 6 SHARED VOTING POWER BENEFICIALLY 95,187 (1) OWNED BY 7 SOLE DISPOSITIVE POWER EACH 897,930 (1) REPORTING 8 SHARED DISPOSITIVE POWER PERSON WITH: 95,187 (1) 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 993,117 (1) 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS) [ ] 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) 3.9% (1) (2) 12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS) IN -------------------------- (1) See Item 4. (2) The percentage of Common Stock reported herein as being beneficially owned by the Reporting Person is based on the sum of (i) 25,553,093 shares of Common Stock outstanding as of June 24, 2010, which information has been provided to the Reporting Person by the Issuer, and (ii) 68,914 shares of Common Stock issuable upon the exercise of vested options. CUSIP NO. 760416107 SCHEDULE 13G PAGE 3 OF 5 -------------- Item 1(a). Name of Issuer: ---------------- Republic First Bancorp, Inc. (the "Issuer") Item 1(b). Address of Issuer's Principal Executive Offices: ---------------------------------------------------- 50 South 16th Street, Suite 2400 Philadelphia, Pennsylvania 19102 Item 2(a). Name of Person Filing: ------------------------ Harris Wildstein Item 2(b). Address of Principal Business Office or, if None, Residence: --------------------------------------------------------------- 50 South 16th Street, Suite 2400 Philadelphia, Pennsylvania 19102 Item 2(c). Citizenship: ----------- United States. Item 2(d). Title of Class of Securities: -------------------------------- Common stock, par value $0.01 per share ("Common Stock") Item 2(e). CUSIP Number: ------------- 760416107 Item 3. If this statement is filed pursuant to 240.13d-1(b) or --------------------------------------------------------- 240.13d-2(b) or (c), check whether the person filing is a: --------------------------------------------------------- The Reporting Person is not a person or group specified in Item 3 to Schedule 13G. Item 4. Ownership. --------- (a) Amount beneficially owned: As of June 24, 2010, the Reporting Person beneficially owned in the aggregate 993,117 shares of Common Stock, consisting of (i) 829,016 shares of Common Stock held by the Reporting Person directly; (ii) 68,914 shares of Common Stock subject to options which are currently exercisable; (iii) 27,828 shares of Common Stock held in trust for the benefit of the Reporting Person's daughter; (iv) 21,092 shares of Common Stock held by the Reporting Person's son; (v) 14,032 shares of Common Stock held by the Reporting Person's spouse; and (vi) 32,235 shares of Common Stock held by the Reporting Person by power of attorney for the Reporting Person's mother. (b) Percent of class: The response provided in Row 11 on the cover page is hereby incorporated by reference herein in response to this Item 4(b). (c) Number of shares as to which each Reporting Person has: CUSIP NO. 760416107 SCHEDULE 13G PAGE 4 OF 5 -------------- (A) sole power to vote or to direct the vote: 897,930 shares of Common Stock (B) shared power to vote or to direct the vote: 95,187 shares of Common Stock (C) sole power to dispose or to direct the disposition of: 897,930 shares of Common Stock (D) shared power to dispose or to direct the disposition of: 95,187 shares of Common Stock 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 5 percent of the class of securities, check the following: [X] Item 6.Ownership of More Than Five Percent on Behalf of Another Person: ---------------------------------------------------------------------- Not applicable. Item 7.Identification and Classification of the Subsidiary Which -------------------------------------------------------------- Acquired the Security Being Reported on by the Parent Holding Company or ------------------------------------------------------------------------ Control Person: --------------- Not applicable. Item 8.Identification and Classification of Members of the Group: ------------------------------------------------------------- Not applicable. Item 9.Notice of Dissolution of Group: ---------------------------------- Not applicable. Item 10.Certifications -------------- By signing below, each Reporting Person certifies that, to the best knowledge and belief of each Reporting Person, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the Issuer and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect. CUSIP NO. 760416107 SCHEDULE 13G PAGE 5 OF 5 -------------- 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. Date: August 11, 2010 By: /s/ Harris Wildstein ---------------------- Harris Wildstein