8-K
Columbia Financial, Inc. (CLBK)
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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): July 26, 2021
Columbia Financial, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Delaware | 001-38456 | 22-3504946 |
|---|---|---|
| (State or other jurisdiction | (Commission | (IRS Employer |
| of incorporation) | File Number) | Identification Number) |
19-01 Route 208 North, Fair Lawn, New Jersey 07410
(Address of principal executive offices)
(800) 522-4167
(Registrant’s telephone number, including area code)
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:
☐ 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 CFR 240.14d-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:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock, $0.01 par value per share | CLBK | The Nasdaq Stock Market LLC |
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 26, 2021, the Board of Directors of Columbia Financial, Inc. (the “Company”), Columbia Bank MHC (the “MHC”) and Columbia Bank (the “Bank”) appointed Daria Stacy-Walls Torres as a director of the Company, the MHC and the Bank effective as of July 27, 2021.
In connection with her appointment as director, Ms. Torres was also appointed to serve on the Audit Committee of the Board of Directors of the Company, the MHC and the Bank.
Item 8.01 Other Events
On July 29, 2021, the Company issued a press release announcing the appointment of Ms. Torres as a director of the Company and the Bank. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number | Description |
|---|---|
| 99.1 | Press release dated July 29, 2021 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunder duly authorized.
| Date: | July 29, 2021 | /s/Dennis E. Gibney |
|---|---|---|
| Dennis E. Gibney | ||
| Executive Vice President and Chief Financial Officer |
3
Document
Columbia Financial, Inc. Announces
the Appointment of Daria Torres
to its Board of Directors
FAIR LAWN, NJ – July 29, 2021 – Columbia Financial, Inc. (NASDAQ: CLBK), the parent company of Columbia Bank, is pleased to announce that Mount Laurel, New Jersey resident, Daria Torres has been appointed to the Boards of Directors of Columbia Financial and Columbia Bank effective July 27, 2021. Ms. Torres will also serve on the Audit Committee of the Company and the Bank. Ms. Torres’ appointment brings the Company's total number of directors to ten, nine of whom are independent non-executive directors.
Ms. Torres is the founder and Managing Partner of Walls Torres Group, LLC, a strategic management consulting firm that works with leading corporations, non-profits and charitable organizations to grow and achieve their business objectives. Ms. Torres has more than 20 years of experience as a strategy consultant and advisor to CEOs, boards and executive teams. Prior to founding Walls Torres Group, Ms. Torres served as a McKinsey & Company engagement manager and Lockheed Martin systems engineer.
Ms. Torres currently serves as an independent member of the board of directors of Human Resolution Technologies, a provider of remote patient monitoring solutions for adaptive, precision care at scale. Ms. Torres earned her Bachelor of Science in Systems Engineering from the University of Virginia with a double major in Economics, a Master's in Systems Engineering from the University of Pennsylvania with a specialization in Telecommunications, and an MBA in Operations and Information Management from The Wharton School where she was a fully-funded I.W. Burnham Fellow and earned Director’s List distinction.
Said Thomas J. Kemly, President and CEO of Columbia Financial and Columbia Bank, “We are thrilled to welcome Ms. Torres to the Boards of Directors of Columbia Financial and Columbia Bank. Her vast knowledge and experience as an executive-level strategist and advisor will be a valuable asset to our leadership and complement the Board’s existing mix of skills and experience.”
Ms. Torres is a vital contributor to her communities. She is the Board Chair of Giving Cycle, a Board Advisor to the Wharton Black MBA Alumni Association, and a former Alumni Trustee of the University of Virginia IDEA Fund. Prior board service also includes SOSAfrik International, Camden Dream Center, and the Holland Scholars Program. She is a lifetime member of the Girl Scouts of the USA, the University of Virginia Alumni Association, Mensa International, National Black MBA Association and the National Society of Black Engineers.
About Columbia Financial, Inc.
Columbia Financial, Inc. is the holding company for Columbia Bank. Founded in 1927 and headquartered in Fair Lawn, NJ, Columbia Bank offers traditional financial services to consumers and businesses in its market areas through its 61 full-service branch networks within the State of New Jersey, including online and mobile banking, localized lending centers as well as title, investment and wealth management services. As of June 30, 2021, Columbia had total assets of $9.1 billion, loans of $6.0 billion and deposits of $7.1 billion.