8-K

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

On April 14, 2020, the Bank of South Carolina Corporation (the “Company”) issued a press release announcing its unaudited financial results for the quarter ended March 31, 2020. The information contained in the press release is deemed to be “filed” under the Securities Exchange Act of 1934 as Item 2.02 to this report, and such press release is incorporated herein by reference.

Item 5.07 SUBMISSION OF MATTERS TO A VOTE OF SHAREHOLDERS

The 2020 Annual Meeting of Shareholders of the Company was held on April 14, 2020. At the meeting, the Company’s shareholders elected nineteen Directors to serve until the 2021 Annual Meeting and took the following actions: approval of the 2020 Stock Incentive Plan and the ratification of the appointment of Elliott Davis, LLC as the Company’s independent registered public accounting firm for the year ended December 31, 2020. There were a total of 5,530,363 shares of Common Stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting there were, in person or by proxy, 4,901,575 shares present of the Company’s Common Stock, representing approximately 88.63% of the total outstanding eligible shares. The following proposals are described in detail in the Company’s definitive proxy statement dated March 6, 2020 and were voted upon and approved by the shareholders at the 2020 Annual Meeting:

Proposal 1: To elect nineteen Directors of the Bank of South Carolina Corporation to serve until the Company’s 2021 Annual Meeting of Shareholders:

Proposal 2: To approve the 2020 Stock Incentive Plan:

Proposal 3: To ratify the appointment of Elliott Davis, LLC as the Company’s independent registered public accounting firm for the year ended December 31, 2020:

Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

The following Exhibit is filed as part of this report

Exhibit 99.1 Press release dated April 14, 2020

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.

bksc-ex991_7.htm

Exhibit 99.1

Bank of South Carolina Corporation

P.O. Box 538

Charleston, SC 29402

April 14, 2020

Bank of South Carolina Corporation Announces First Quarter Earnings

CHARLESTON, S.C., -- The Bank of South Carolina Corporation (Nasdaq: BKSC) announced unaudited earnings of $1,521,131, or $0.28 and $0.27 basic and diluted earnings per share, respectively, for the quarter ended March 31, 2020 – a decrease of 9.95% from earnings for the quarter ended March 31, 2019 of $1,689,264, or $0.31 and $0.30 basic and diluted earnings per share. Annualized returns on average assets and average equity for the three months ended March 31, 2020 were 1.38% and 11.70%, respectively, compared with March 31, 2019 annualized returns on average assets and average equity of 1.59% and 14.73%, respectively.

Fleetwood S. Hassell, President of the Bank of South Carolina, stated, “Unanticipated action by the Federal Reserve to substantially reduce interest rates has impacted our margins and thus our profits for the first quarter. We are pleased, though, with the significant contribution of our mortgage department, which has helped to offset the decrease in net interest income. Although we are behind where we were last year at this time, we remain consistent with our 2020 profit plan to date.

We continue to build our presence in North Charleston with our new office opened late last year. This long term investment is strategically positioned to take advantage of the burgeoning North Charleston market. With our new state of the art facility and an experienced team in place, we are excited about our anticipated growth in that market.

During these difficult times, we are assisting our clients with additional credit, payment deferrals, and modifications. We have sent out over three hundred SBA Payroll Protection Plan loan applications to our customers as part of the Federal Stimulus package. We all look forward to the end of this pandemic and a return to better times. We recently announced our regular quarterly cash dividend and a $1,000,000 share buyback program that signals our optimism.”

About Bank of South Carolina Corporation

The Bank of South Carolina Corporation is the holding company of The Bank of South Carolina (“The Bank”). The Bank is a South Carolina state-chartered bank with offices in Charleston, North Charleston, Summerville, Mt. Pleasant, and the West Ashley community and has been in continuous operation since 1987. Our website is www.banksc.com. Bank of South Carolina Corporation currently trades its common stock on the NASDAQ stock market under the symbol “BKSC”.

For additional information, contact:

Eugene H. Walpole, IV

Executive Vice President and Chief Financial Officer

(843) 724-1500