BSBK 8-K
Bogota Financial Corp. (BSBK)
8-K
2024-04-24
For: 2024-04-24
View Original
Added on
April 07, 2026
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): April 24, 2024
(Exact Name of Registrant as Specified in Charter)
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Maryland
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(State or Other Jurisdiction
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(Commission File No.)
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(I.R.S. Employer
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of Incorporation)
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Identification No.)
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant's telephone number, including area code:
(201 ) 862-0660
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 (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading
Symbol(s)
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Name of each exchange on which registered
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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 of this chapter).
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 8.01 Other Events
On April 24, 2024, Bogota Financial Corp. (the “Company”), the holding company for Bogota Savings Bank, announced that it has received regulatory approval for the repurchase of up to 237,090 shares of its common stock,
which is approximately 5% of its outstanding common stock (excluding shares held by Bogota Financial, MHC), as previously approved by the board of directors of the Company. This is the Company’s fifth stock repurchase program.
Shares may be repurchased in open market or private transactions or pursuant to any trading plan that may be adopted in accordance with
Rule 10b5-1 of the Securities and Exchange Commission.
For additional information, reference is made to the Company’s press release dated April 24, 2024, which is attached hereto as Exhibit
99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
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(a)
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Financial Statements of Businesses Acquired. Not applicable.
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(b)
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Pro Forma Financial Information. Not applicable.
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(c)
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Shell Company Transactions. Not applicable.
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(d)
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Exhibits.
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Description
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Press release dated April 24, 2024
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Cover Page Interactive Data File (formatted in iXBRL and contained in Exhibit 101).
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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.
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BOGOTA FINANCIAL CORP.
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DATE: April 24, 2024
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By: /s/ Kevin Pace
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Kevin Pace
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President and Chief Executive Officer
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Exhibit 99.1
FOR IMMEDIATE RELEASE
BOGOTA FINANCIAL CORP. ADOPTS AND RECEIVES
REGULATORY APPROVAL OF FIFTH REPURCHASE PROGRAM
TEANECK, NEW JERSEY, April 24, 2024 - Bogota Financial Corp. (the “Company”) (Nasdaq: BSBK), the holding company for Bogota Savings Bank
(the “Bank”), announced that it has received regulatory approval for the repurchase of
up to 237,090 shares of its common stock, which is approximately 5% of its outstanding common stock (excluding shares held by Bogota Financial, MHC), as previously approved by the board of directors of the Company. This is the Company’s fifth
stock repurchase program.
Shares may be repurchased in open market or private transactions or pursuant to any trading plan that may be adopted in accordance with
Rule 10b5-1 of the Securities and Exchange Commission.
The repurchase program has no expiration date and may be suspended, terminated or modified at any time for any reason. The stock
repurchase program does not obligate the Company to purchase any particular number of shares, and there is no guarantee as to the exact number of shares to be repurchased by the Company. The timing and amount of any repurchases will depend on a number of factors, including the availability of stock, general market conditions, the trading price of the stock, alternative uses for capital, and the Company’s financial
performance. Open market purchases will be made in accordance with Rule 10b-18 of the Securities and Exchange Commission and other applicable legal requirements.
About Bogota Financial Corp.
Bogota Financial Corp. is a Maryland corporation organized as the mid-tier holding company of Bogota Savings Bank
and is the majority-owned subsidiary of Bogota Financial, MHC. Bogota Savings Bank is a New Jersey chartered stock savings bank that has served the banking needs of its customers in northern and central New Jersey since 1893. It operates from seven
offices located in Bogota, Hasbrouck Heights, Newark, Oak Ridge, Parsippany, Teaneck and Upper Saddle River, New Jersey and operates a loan production office in Spring Lake, New Jersey.
Forward-Looking Statements
This press release contains certain forward-looking statements about the Company and the Bank. Forward-looking
statements include statements regarding anticipated future events and can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as “believe,” “expect,” “anticipate,” “estimate,” and
“intend” or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” Forward-looking statements, by their nature, are subject to risks and uncertainties. Certain factors that could cause actual results to differ materially
from expected results include increased competitive pressures, changes in the interest rate environment, inflation, general economic conditions or conditions within the securities markets, changes in the quality of our loan and security portfolios,
increases in non-performing and classified loans, and legislative, accounting and regulatory changes that could adversely affect the business in which the Company and the Bank are engaged.
The Company undertakes no obligation to revise these forward-looking statements or to reflect events or circumstances after the date of
this press release.
Contact Information
For Bogota Financial Corp.:
Kevin Pace
President and Chief Executive Officer
(201) 862-0660 ext. 1110