BYFC 8-K
Broadway Financial Corp De (BYFC)
8-K
2024-05-29
For: 2024-05-22
View Original
Added on
April 06, 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): May 22, 2024
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer 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: (323 ) 634-1700
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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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).
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Emerging growth company
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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.
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☐
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Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing
On May 22, 2024, Broadway Financial Corporation (the “Company”), received written notice (the “Notification Letter”) from the Listing Qualifications
Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that Nasdaq it is not in compliance with the periodic financial reporting requirements set forth in Nasdaq Listing Rule 5250(c)(1) (the “Rule 5250(c)(1)”) for continued
listing on The Nasdaq Capital Market because its Quarterly Report on Form 10-Q for the quarter ended March 31, 2024 (the “Form 10-Q”) was not filed within the time period prescribed by Securities and Exchange
Commission rules.
The letter was issued because the Company had not filed its Quarterly Report on Form 10-Q
for the period ended March 31, 2024 (the “Quarterly Report”). Under Nasdaq’s Listing Rules, the Company must submit a plan to regain compliance to Nasdaq within 60 calendar days of the date of the letter. If
Broadway’s plan is accepted, then Nasdaq can grant an exception of up to 180 calendar days from the date that the Form 10-Q should have been filed, or November 18, 2024. Nasdaq’s Listing Rules also require that the Company make a public
announcement disclosing receipt of the notification letter by issuing a press release within four business days of the date of that letter
On May 24, 2024, the Company filed the Form 10-Q for the period ended March 31, 2024.
Item 7.01 Regulation FD Disclosure
A press release dated May 29, 2024, disclosing the Company’s receipt of the Notification Letter referenced above, is attached hereto as Exhibit 99.1.
The information furnished in this Item 7.01 of this Current Report on Form 8-K (including Exhibit 99.1 attached hereto) shall not be deemed “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any filing of the Company under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific
reference in such filing.
Item 9.01 Financial Statements and Exhibits
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(d)
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Exhibits
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Exhibit Number
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Description
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Press Release dated May 29, 2024
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104
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Cover Page Interactive Data File (formatted as Inline XBRL)
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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.
BROADWAY FINANCIAL CORPORATION
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By:
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/s/ Zack Ibrahim
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Zack Ibrahim
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Executive Vice President and Chief Financial Officer
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Date: May 29, 2024
Exhibit 99.1
News Release
FOR IMMEDIATE RELEASE
Broadway Financial Corporation Announces Notification from Nasdaq regarding late filing of Form 10-Q
LOS ANGELES, CA – (BUSINESS WIRE) – May 29, 2024 – Broadway Financial Corporation (“Broadway”, “we”, or the “Company”) (Nasdaq Stock Market:
BYFC), parent company of City First Bank, National Association, announced today it received a letter from the Nasdaq Stock Market LLC (“Nasdaq”), dated May 22, 2024, informing the Company that it no longer complies with Nasdaq Listing Rule 5250(c)(1)
(“Rule 5250(c)(1)”) because Broadway had not filed its Form 10-Q for the period ended March 31, 2024 (the “Form 10-Q”) by the time period prescribed by Securities and Exchange Commission rules.
Under Nasdaq’s Listing Rules, the Company must submit a plan to regain compliance to Nasdaq within 60 calendar days of the date of the
letter. If Broadway’s plan is accepted, then Nasdaq can grant an exception of up to 180 calendar days from the date that the Form 10-Q should have been filed, or November 18, 2024. Nasdaq’s Listing Rules also require that the Company make a public
announcement disclosing receipt of the notification letter by issuing a press release within four business days of the date of that letter.
Additional information about the notification letter from Nasdaq, dated May 22, 2024, can be
found in the Company’s Form 8-K filed with the SEC on May 29, 2024, which is available free of charge at the SEC’s website, www.sec.gov.
About Broadway Financial Corporation
Broadway Financial Corporation conducts its operations through its wholly-owned banking subsidiary, City First Bank, National Association, which is a leading
community-oriented bank in Southern California and in the Washington, D.C. market serving low-to-moderate income communities. We offer a variety of residential and commercial real estate loan products for consumers, businesses, and non-profit
organizations, other loan products, and a variety of deposit products, including checking, savings, and money market accounts, certificates of deposits, and retirement accounts.
Stockholders, analysts, and others seeking information about the Company are invited to write to: Broadway Financial Corporation, Investor Relations,
4601 Wilshire Boulevard, Suite 150, Los Angeles, CA 90010 or contact Investor Relations at the phone number or email address below.
Contacts
Investor Relations
Zack Ibrahim, Chief Financial Officer, (202) 243-7115