8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20429

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 27, 2021

CARTER BANKSHARES, INC.

(Exact name of registrant as specified in its charter)

1300 Kings Mountain Road, Martinsville, Virginia 24112

(Address of Principal Executive Offices) (Zip Code)

(276) 656-1776

(Registrant's telephone number, including area code)

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:

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.  ¨

On January 27, 2021, Carter Bankshares, Inc. announced that its subsidiary, Carter Bank & Trust, has agreed to sell one branch in Waynesboro, Virginia to F&M Bank; the news release of which is set forth in Exhibit 99.1 hereto.

Exhibit No.

The information in this Form 8-K, including Exhibit 99.1 attached hereto, is being furnished under Item 7.01 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of Carter Bankshares, Inc., under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.

Important Note Regarding Forward-LookingStatements

Certain mattersdiscussed in this Current Report on Form 8-K constitute forward-looking statements within the meaning of the Private SecuritiesLitigation Reform Act of 1995. Forward-looking statements generally relate to the Company’s financial condition, resultsof operations, plans, objectives, outlook for earnings, revenues, expenses, capital and liquidity levels and ratios, asset levels,asset quality, financial position, and other matters regarding or affecting the Company and its future business and operations,and specifically including information related to the anticipated branch closures. Forward looking statements are typically identifiedby words or phrases such as “will likely result,” “expect,” “anticipate,” “estimate,” “forecast,” “project,” “intend,” “ believe,” “assume,” “strategy,” “trend,” “plan,” “outlook,” “outcome,” “continue,” “remain,” “potential,” “opportunity,” “comfortable,” “current,” “position,” “maintain,” “sustain,” “seek,” “achieve” and variations of such words and similarexpressions, or future or conditional verbs such as will, would, should, could or may. Although we believe the assumptions uponwhich these forward-looking statements are based are reasonable, any of these assumptions could prove to be inaccurate and theforward-looking statements based on these assumptions could be incorrect. The matters discussed in these forward-looking statementsare subject to various risks, uncertainties and other factors that could cause actual results and trends to differ materiallyfrom those made, projected, or implied in or by the forward-looking statements. For a discussion of factors that could affectour business and financial results, see the “Risk Factors” outlined in our periodic and current report filings withthe Securities and Exchange Commission. Forward-looking statements are based on beliefs and assumptions using information availableat the time the statements are made. We caution you not to unduly rely on forward-looking statements because the assumptions,beliefs, expectations and projections about future events may, and often do, differ materially from actual results. Any forward-lookingstatement speaks only as to the date on which it is made, and we undertake no obligation to update any forward-looking statementto reflect developments occurring after the statement is made.

1

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.

Exhibit 99.1

FOR IMMEDIATE RELEASE

CARTER BANK & TRUST ENTERS AGREEMENT WITH F&M BANK

F&M Bank will acquire Carter Bank & Trust’s Waynesboro, Va. branch in 2021.

MARTINSVILLE, Va. (January 27, 2021) – Carter Bankshares, Inc. (NASDAQ:CARE) and F&M Bank Corp. (OTCQX:FMBM) announced today that they have entered into an agreement regarding the sale of the Carter Bank & Trust branch in Waynesboro.

The sale is a part of an ongoing reorganization and network optimization plan for Carter Bankshares, Inc.

“As we look toward our future, this sale will help us further our goal of realigning our branch footprint, so we are able to enhance our ability to identify and invest in new markets, as well as more efficiently serve our core markets,” Carter Bank & Trust CEO Litz Van Dyke said. “We’re pleased that F&M Bank has agreed to this sale, as existing customers will continue to get the high-level of personal service they have come to expect. We are also pleased that the impacted teammates will all be retained.”

This agreement is subject to regulatory approvals and expected to be completed in the second quarter of 2021.

About Carter Bank & Trust

Headquartered in Martinsville, Va., Carter Bank & Trust is a $4.1 billion, state-chartered community bank with branches in Virginia and North Carolina. Since 1974, Carter Bank & Trust has built a reputation upon a tradition of care for the communities it serves through convenience, local service, and custom solutions for all customers. Additional information about Carter Bank & Trust is available at www.CBTCares.com

Media Contact

Brooks Taylor

[email protected]

276-806-5445