Mvb Financial Corp 8-K, filed Dec 28, 2020
Mvb Financial Corp (MVBF)
8-K
2020-12-28
For: 2020-12-28
View Original
Added on
April 06, 2026
About this 8-K
Mvb Financial Corp filed this 8-K on December 28, 2020.
Items reported
- Item 8.01: Other events
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
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Item 8.01. Other Events.
Preferred Stock Redemption
On December 28, 2020, MVB Financial Corp. (the “Company”) issued a notice of redemption to redeem all of the Company’s outstanding shares of Convertible Noncumulative Perpetual Preferred Stock, Series B, par value $1.00 per share, with a liquidation preference of $1,000 per share (the “Series B Preferred Stock”) and all of the Company’s outstanding shares of Convertible Noncumulative Perpetual Preferred Stock, Series C, par value $1.00 per share, with a liquidation preference of $1,000 per share (the “Series C Preferred Stock, together with the Series B Preferred Stock, referred to herein as the “Preferred Stock”), at a redemption price per share equal to $10,000, plus declared and unpaid dividends of $46.03 per share of Series B Preferred Stock, and $49.86 per share of Series C Preferred Stock, for the period from and including December 31, 2020, to but excluding January 28, 2021 (the “Preferred Stock Redemption”). The Preferred Stock Redemption is in accordance with the terms of the Company’s Articles of Incorporation, as amended.
The regular quarterly dividend for the Preferred Stock for the full current quarterly dividend period from and including September 31, 2020 to, but excluding, December 31, 2020, will be paid separately in the customary manner on December 31, 2020, to holders of record on December 15, 2020.
Upon redemption, the Preferred Stock will no longer be outstanding and all rights with respect to such stock will cease and terminate, except the right to payment of the redemption price.
Common Stock Repurchase Authorization
As previously announced on December 23, 2020, the Company’s Board of Directors authorized the repurchase from time to time, on or before December 31, 2021, of up to $39.2 million of additional shares of the Company’s common stock as part of the Company’s stock repurchase program, which repurchases may occur from time to time, on the open market or otherwise, at such prices and upon such terms as the Company may determine and otherwise in accordance with applicable law.
The Company’s repurchase authorization under its stock repurchase program will be reduced by an amount corresponding to the amount used to effect the Preferred Stock Redemption describe above, such that the remaining amount of share repurchase authorization under the stock repurchase program shall equal $31.9 million after giving effect to the Preferred Stock Redemption.
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.
| MVB Financial Corp. | ||||||||
| By: | /s/ Larry F. Mazza | |||||||
| Larry F. Mazza President and Chief Executive Officer | ||||||||
Date: December 28, 2020
EXHIBIT INDEX
| Exhibit Number | Description | Exhibit Location | ||||||||||||
| XBRL Taxonomy Extension Schema Document | Filed herewith | |||||||||||||
| XBRL Taxonomy Extension Calculation Document | Filed herewith | |||||||||||||
| XBRL Taxonomy Extension Definition Linkbase Document | Filed herewith | |||||||||||||
| XBRL Taxonomy Extension Label Linkbase Document | Filed herewith | |||||||||||||
| XBRL Taxonomy Extension Presentation Linkbase Document | Filed herewith | |||||||||||||