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 14, 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):

¨ 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 CFR240.14d-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:

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 14, 2021, Carter Bankshares, Inc. (the “Company”) announced that its subsidiary, Carter Bank & Trust, has agreed to sell three branches in Staunton, Harrisonburg, and Bridgewater, Virginia to Pendleton Community Bank (“Pendleton”). The joint press release of the Company and of Allegheny Bancshares, Inc., the parent holding company of Pendleton, regarding these transactions is attached as Exhibit 99.1 hereto and incorporated herein by reference.

(d) Exhibits.

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 matters discussed in this CurrentReport on Form 8-K constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of1995. Forward-looking statements generally relate to the Company’s financial condition, results of 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 informationrelated to the branch sale transactions. Forward looking statements are typically identified by words or phrases such as “willlikely 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 similar expressions, or future or conditional verbs such as will, would,should, could or may. Although we believe the assumptions upon which these forward-looking statements are based are reasonable,any of these assumptions could prove to be inaccurate and the forward-looking statements based on these assumptions could be incorrect.The matters discussed in these forward-looking statements are subject to various risks, uncertainties and other factors that couldcause actual results and trends to differ materially from those made, projected, or implied in or by the forward-looking statements.For a discussion of factors that could affect our business and financial results, see the “Risk Factors” outlined inour periodic and current report filings with the Securities and Exchange Commission. Forward-looking statements are based on beliefsand assumptions using information available at the time the statements are made. We caution you not to unduly rely on forward-lookingstatements because the assumptions, beliefs, expectations and projections about future events may, and often do, differ materiallyfrom actual results. Any forward-looking statement speaks only as to the date on which it is made, and we undertake no obligationto update any forward-looking statement to 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 PENDLETON COMMUNITY BANK

Pendleton Community Bank will acquire three Carter Bank & Trust branches in 2021.

MARTINSVILLE, Va. & FRANKLIN, W.Va. (January 14, 2021) – Carter Bankshares (NASDAQ:CARE) and Allegheny Bancshares announced today that they have entered into an agreement regarding the sale of three Carter Bank & Trust branches in Staunton, Harrisonburg, and Bridgewater to Pendleton Community Bank.

The three branches will extend Pendleton Community Bank’s footprint to a total of five branches in Virginia’s Shenandoah Valley, along with eight branches serving West Virginia.

“The sale of these branches to Pendleton Community Bank supports our goal of realigning our branch footprint so we can more effectively and efficiently serve our core markets and enhance our ability to invest in identified emerging markets,” Carter Bank & Trust CEO Litz Van Dyke said. “We’re pleased we found a community bank buyer where our associates and customers will get the same level of care they have come to expect.”

“We are excited by the opportunity to expand our presence in the Shenandoah Valley through the acquisition of these three offices,” Pendleton Community Bank President and CEO William Loving said. “We want to thank the leadership team at Carter Bank & Trust for working with us on this transaction. The sale of these branches is strategically beneficial to both banks, while also supporting the banking needs of the customers and the communities served by these offices.”

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

About Pendleton Community Bank

Headquartered in Franklin WV, Pendleton Community Bank, is a $515 million, state-chartered community bank. Established in 1925, the bank currently has ten full-service financial centers, with 8 located in the West Virginia communities of Beckley, Fayetteville, Franklin, Marlinton, Moorefield, Mount Hope, Petersburg, and Wardensville. Two offices and a mortgage operation are located in Harrisonburg, VA. Additional information about Pendleton Community Bank is available at www.yourbank.bank