8-K
BCB BANCORP INC (BCBP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 13, 2023
BCB BANCORP, INC.
(Exact name of Registrant as Specified in its Charter)
| New Jersey | 0-50275 | 26-0065262 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
| 104-110 Avenue C<br> <br>Bayonne, New Jersey | 07002 | |
| --- | --- | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (201) 823-0700
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange<br>on which registered |
|---|---|---|
| Common Stock, no par value | BCBP | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 7.01. | Regulation FD Disclosure. |
|---|
On March 13, 2023, BCB Bancorp, Inc. (the “Company”), the holding company for BCB Bank (the “Bank”), issued a press release (the “Press Release”) emphasizing its continued stability, strong capital and diversified sources of funding. A copy of the Press Release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 7.01.
The information provided in Item 7.01 of this report, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
| Item 9.01. | Financial Statements and Exhibits. |
|---|
(d) Exhibits.
The following Exhibits are attached as part of this report.
| Exhibit<br>Number | Description |
|---|---|
| 99.1 | Press Release, dated March 13, 2023 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BCB BANCORP, INC. | ||
|---|---|---|
| DATE: March 13, 2023 | By: | /s/ Ryan Blake |
| Ryan Blake | ||
| Senior Vice President and Chief Operating Officer | ||
| (Duly Authorized Representative) |
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EX-99.1
Exhibit 99.1

| CONTACT: | THOMAS COUGHLIN, |
|---|---|
| PRESIDENT & CEO | |
| JAWAD CHAUDHRY, CFO | |
| (201) 823-0700 |

BCB BANK CEO HIGHLIGHTS THEBANK’S STABILITY, STRONG CAPITAL AND DIVERSIFIED SOURCES OF FUNDING
BAYONNE, N.J., March 13, 2023 — BCB Bancorp, Inc. (the “Company”), (NASDAQ: BCBP), the holding company for BCB Bank (the “Bank”), reported the following statements made by the President and CEO of the Company and the Bank, Thomas Coughlin.
“The sudden collapse of Silicon Valley Bank and Signature Bank underscores the importance of maintaining strong capitalization and diversified sources of funding as key operating measures to ensure the safety and soundness of a bank,” said Thomas Coughlin. “Unlike many other financial institutions, BCB Bank’s securities portfolio does not carry any meaningful unrealized losses that could negatively impact its capital position. BCB Bank’s philosophy is deeply rooted in maintaining robust capitalization and a diversified funding profile. Consistent profitability, evidenced by the last two successive years of record earnings, have helped BCB Bank to generate capital organically and support the growth of its balance sheet. Additionally, strong asset quality maintains a positive trend reflecting the Company’s conservative underwriting culture that further solidifies its capital position.”
“The rising rate environment has increased the competition for liquidity and the price at which liquidity is available to meet funding needs. Our community-focused, relationship-building approach has helped us develop a diversified and stable deposit funding foundation that continues to perform well in a challenging macroeconomic environment,” said Mr. Coughlin.
BCB Bank’s strong capital position is a direct result of the Company’s history of producing a high level of retained earnings, and management’s prudent use of capital generated organically. BCB Bank ended the fiscal year 2022 with a tangible equity to total assets ratio of 8.1% with regulatory capital ratios well in excess of the requirements for being considered well-capitalized. The Company’s robust capitalization is further bolstered by its credit quality that has continued to show improvement over the past several quarters. At December 31, 2022, the Company reported non-accrual loans as a percent of total loans ratio of only 0.17% and the allowance for loan losses as a percentage of non-accrual loans ratio of 633.6%. Additionally, the net-charge offs as a percent of average loans were only 0.06% for the year ended December 31, 2022.
BCB Bank’s liquidity position is strong and the Company’s funding profile remains very diverse and continues to perform well despite the challenges posed by the rising rate environment. The Bank does not have any funding exposure tied to the crypto-sector or to venture capital technology-focused companies. The Bank’s deposit funding is segmented amongst a large number of consumer and commercial customers. The average deposit size was $35.2 thousand for the consumer segment and $79.7 thousand for the commercial segment for the month ending February 28, 2023. In addition to stable deposit funding, the Company has ample capacity to borrow funds from the wholesale markets including ability to borrow from Federal Home Loan Bank, brokered deposits relationships, and other third-party channels.
“We believe that recent actions taken by Treasury, Federal Reserve, and FDIC will serve to restore investor and customer confidence in the industry in these uncertain times. BCB Bank is proactively reaching out to its investors and customers to highlight the strength and resilience of the Company’s liquidity, capital, and asset quality position,” said Mr. Coughlin.
About BCB Bancorp, Inc.
Established in 2000 and headquartered in Bayonne, N.J., BCB Community Bank is the wholly-owned subsidiary of BCB Bancorp, Inc. (NASDAQ: BCBP). The Bank has 27 branch offices in Bayonne, Edison, Hoboken, Fairfield, Holmdel, Jersey City, Lyndhurst, Maplewood, Monroe Township, Newark, Parsippany, Plainsboro, River Edge, Rutherford, South Orange, Union, and Woodbridge, New Jersey, and three branches in Hicksville and Staten Island, New York. The Bank provides businesses and individuals a wide range of loans, deposit products, and retail and commercial banking services. For more information, please go to www.bcb.bank.
BCBP Press Release
March 13, 2023
Page 2
Forward-Looking Statements
This release, like many written and oral communications presented by BCB Bancorp, Inc., and our authorized officers, may contain certainforward-looking statements regarding our prospective performance and strategies within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. We intend suchforward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and are including this statement for purposes of said safe harbor provisions.Forward-looking statements, which are based on certain assumptions and describe future plans, strategies, and expectations of the Company, are generally identified by use of words “anticipate,” “believe,” “estimate,”“expect,” “intend,” “plan,” “project,” “seek,” “strive,” “try,” or future or conditional verbs such as “could,” “may,” “should,” “will,”“would,” or similar expressions. Our ability to predict results or the actual effects of our plans or strategies is inherently uncertain. Accordingly, actual results may differ materially from anticipated results.
In addition to factors previously disclosed in the Company’s reports filed with the U.S. Securities and Exchange Commission (the“SEC”) and those identified elsewhere in this release, the following factors, among others, could cause actual results to differ materially from forward-looking statements or historical performance: the inability to close loans in ourpipeline; changes in asset quality and credit risk; the inability to sustain revenue and earnings growth; changes in interest rates and capital markets; inflation; supply chain disruptions; any future pandemics and the related adverse local andnational economic consequences; civil unrest in the communities that the company serves; customer acceptance of the Bank’s products and services; customer borrowing, repayment, investment and deposit practices; customer disintermediation; theintroduction, withdrawal, success and timing of business initiatives; competitive conditions; economic conditions; and the impact, extent and timing of technological changes, capital management activities, and actions of governmental agencies andlegislative and regulatory actions and reforms.