8-K

NorthEast Community Bancorp, Inc./MD/ (NECB)

8-K 2023-05-31 For: 2023-05-30
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Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 30, 2023


NORTHEAST COMMUNITY BANCORP, INC.

(Exact Name of Registrant as Specified in Its Charter)

Maryland 001-40589 86-3173858
(State or other jurisdiction of (Commission (IRS Employer
incorporation or organization) File Number) Identification No.)

325 Hamilton Avenue, White Plains, New York 10601

(Address of principal executive offices) (Zip Code)

(914) 684-2500

(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:

¨ 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, par value $0.01 per share NECB 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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company x

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 8.01 Other Events.

On May 30, 2023, NorthEast Community Bancorp, Inc. (the “Company”) issued a press release announcing that its Board of Directors has authorized a new stock repurchase program to acquire up to 1,509,218 shares, or 10%, of the Company’s currently issued and outstanding common stock.

On July 27, 2022, the Company announced its first stock repurchase program, which commenced on August 1, 2022 and authorized the purchase of up to 1,637,794 shares of the Company’s common stock. The Company has completed the first stock repurchase program at a cost of $22.8 million or $13.93 per share.

The new stock repurchase program permits shares to be repurchased in open market transactions or privately negotiated transactions, and pursuant to a trading plan that the Company intends to adopt in accordance with Rule 10b5-1 of the Securities and Exchange Commission.

A copy of the Company’s press release is attached as Exhibit 99.1 and is incorporated by reference herein.

Item 9.01 Financial Statements and Other Exhibits.
(d) Exhibits
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Number Description
--- ---
99.1 Press Release dated May 30, 2023
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104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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SIGNATURE

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 thereunto duly authorized.

NORTHEAST COMMUNITY BANCORP, INC.
Date: May 31, 2023 By: /s/ Kenneth A. Martinek
Kenneth A. Martinek
Chairman and Chief Executive Officer

Exhibit 99.1

FOR IMMEDIATE RELEASE

NORTHEAST COMMUNITY BANCORP, INC.

ANNOUNCES SECOND STOCK REPURCHASE PROGRAM

White Plains, New York,May 30, 2023 — NorthEast Community Bancorp, Inc. (Nasdaq: NECB) (the “Company”), the holding company for NorthEast Community Bank, today announced that the Company’s Board of Directors has authorized a new stock repurchase program to acquire up to 1,509,218 shares, or 10%, of the Company’s currently issued and outstanding common stock.

On July 27, 2022, the Company announced its first stock repurchase program, which commenced on August 1, 2022 and authorized the purchase of up to 1,637,794 shares of the Company’s common stock. The Company has completed the first stock repurchase program at a cost of $22.8 million or $13.93 per share.

The new stock repurchase program permits shares to be repurchased in open market transactions or privately negotiated transactions, and pursuant to a trading plan that the Company intends to adopt in accordance with Rule 10b5-1 of the Securities and Exchange Commission.

The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements, market conditions, and other corporate liquidity requirements and priorities. The stock repurchase program does not obligate the Company to purchase any particular number of shares and it may be extended, modified or discontinued at any time.

About NorthEast Community Bancorp

NorthEast Community Bancorp, headquartered at 325 Hamilton Avenue, White Plains, New York 10601, is the holding company for NorthEast Community Bank, which conducts business through its eleven branch offices located in Bronx, New York, Orange, Rockland and Sullivan Counties in New York and Essex, Middlesex, and Norfolk Counties in Massachusetts and three loan production offices located in New City, New York, White Plains, New York, and Danvers, Massachusetts. For more information about NorthEast Community Bancorp and NorthEast Community Bank, please visit www.necb.com.

Forward Looking Statement

This press release contains certain forward-looking statements. Forward-looking statements include statements regarding anticipated future events and can be identified by the fact that they do not relate strictly to historical or current facts. They often include words such as “believe,” “expect,” “anticipate,” “estimate,” and “intend” or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” Forward-looking statements, by their nature, are subject to risks and uncertainties. Certain factors that could cause actual results to differ materially from expected results include, but are not limited to, changes in market interest rates, regional and national economic conditions (including higher inflation and its impact on regional and national economic conditions), legislative and regulatory changes, monetary and fiscal policies of the United States government, including policies of the United States Treasury and the Federal Reserve Board, the quality and composition of the loan or investment portfolios, demand for loan products, deposit flows and our ability to effectively manage liquidity, competition, demand for financial services in NorthEast Community Bank’s market area, changes in the real estate market values in NorthEast Community Bank’s market area and changes in relevant accounting principles and guidelines. Additionally, other risks and uncertainties may be described in our annual and quarterly reports filed with the U.S. Securities and Exchange Commission (the “SEC”), which are available through the SEC’s website located at www.sec.gov. These risks and uncertainties should be considered in evaluating any forward-looking statements and undue reliance should not be placed on such statements. Except as required by applicable law or regulation, the Company does not undertake, and specifically disclaims any obligation, to release publicly the result of any revisions that may be made to any forward-looking statements to reflect events or circumstances after the date of the statements or to reflect the occurrence of anticipated or unanticipated events.

CONTACT: Kenneth A. Martinek
Chairman and Chief Executive Officer
PHONE: (914) 684-2500