Peoples Bancorp Of North Carolina Inc 8-K, filed Apr 21, 2020
Peoples Bancorp Of North Carolina Inc (PEBK)
8-K
2020-04-21
For: 2020-04-21
View Original
Added on
April 12, 2026
About this 8-K
Peoples Bancorp Of North Carolina Inc filed this 8-K on April 21, 2020.
Items reported
- Item 8.01: Other events
- Item 9.01: Financial statements and exhibits
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): April 21, 2020
Peoples Bancorp of North Carolina, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
North Carolina
(State
or Other Jurisdiction of Incorporation)
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000-27205
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56-2132396
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(Commission
File No.)
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(IRS
Employer Identification No.)
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518 West C Street, Newton, North Carolina
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28658
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(828) 464-5620
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(Registrant’s
Telephone Number, Including Area Code)
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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))
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Peoples
Bancorp of North Carolina, Inc.
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INDEX
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Page
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Item
8.01 – Other Events
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3
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Item
9.01 – Financial Statements and Exhibits
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3
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Signatures
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4
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Exhibit
(99)(a) Press Release dated April 21, 2020
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5
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2
Item 8.01. Other Events
On
April 21, 2020, Peoples Bancorp of North Carolina, Inc. issued a
press release announcing changes to the Company’s Annual
Meeting of Shareholders due to public gathering limitations
associated with the COVID-19 pandemic.
A copy
of the press release is attached hereto as Exhibit (99)(a) and is
incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
(99)(a) Press Release dated April 21,
2020
Disclosure about forward-looking statements
Statements made in
this Form 8-K, other than those concerning historical information,
should be considered forward-looking statements pursuant to the
safe harbor provisions of the Securities Exchange Act of 1934 and
the Private Securities Litigation Act of 1995. These
forward-looking statements involve risks and uncertainties and are
based on the beliefs and assumptions of management and on the
information available to management at the time that this report
was prepared. These statements can be identified by the use of
words like “expect,” “anticipate,”
“estimate,” and “believe,” variations of
these words and other similar expressions. Readers should not place
undue reliance on forward-looking statements as a number of
important factors could cause actual results to differ materially
from those in the forward-looking statements. Factors that might cause such a
difference include, but are not limited to, changes in interest
rate environment, management’s business strategy, national,
regional, and local market conditions and legislative and
regulatory conditions.
The
Company undertakes no obligation to publicly revise these
forward-looking statements to reflect subsequent events or
circumstances. Readers should also carefully review the risk
factors described in other documents the Company files from time to
time with the Securities and Exchange Commission.
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SIGNATURES
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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.
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PEOPLES BANCORP OF
NORTH CAROLINA, INC.
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Date: April 21,
2020
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By:
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/s/ A. Joseph Lampron,
Jr.
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A. Joseph Lampron,
Jr.
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Executive Vice
President and Chief Financial Officer
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4
Exhibit 99(a)
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NEWS RELEASE
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April 21, 2020
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Contact:
Lance
A. Sellers
President
and Chief Executive Officer
A.
Joseph Lampron, Jr.
Executive
Vice President and Chief Financial Officer
828-464-5620,
Fax: 828-465-6780
For Immediate Release
PEOPLES BANCORP ANNOUNCES PLAN TO ALLOW PARTICIPATION AT ANNUAL
MEETING BY PHONE
Peoples
Bancorp of North Carolina, Inc. (Nasdaq: PEBK), the parent company
for Peoples Bank, Newton, North Carolina announced today that, as a
result of the existing COVID-19 crisis and resulting guidance and
limitations regarding public gatherings, its Board of Directors has
approved a plan to limit the number of persons who may physically
attend in person the Annual Meeting of Shareholders scheduled for
11:00 a.m., Eastern Time on May 7, 2020, at the Catawba Country
Club in Newton, North Carolina and to allow shareholders to
participate in the meeting by telephone conference
call.
Lance
A. Sellers, President and Chief Executive Officer of the Company,
stated: “Circumstances have changed since the mailing of our
Notice of Annual Meeting and Proxy Statement, and as noted in our
proxy materials, we have been closely monitoring the public health
and travel concerns as well as state government restrictions due to
COVID-19. Pursuant to Executive Orders issued by North Carolina
Governor Roy Cooper and currently available information from
infectious disease experts, and in order to protect the health and
safety of our employees and shareholders, we will be unable to
allow more than ten (10) shareholders to physically attend the
meeting, and we have cancelled our annual shareholders luncheon. We
will hold a business-only meeting at the previously scheduled time
on May 7, 2020 to address the proposals described in our Proxy
Statement, and participation is being made available to
shareholders by telephone conference call.
Shareholders
desiring to participate in the May 7, 2020 shareholders meeting,
must email the Company’s Assistant Corporate Secretary,
Krissy Price, kprice@peoplesbanknc.com,
on or before 5:30 p.m., Eastern Time, on Wednesday, May 6, 2020,
stating (1) that they desire to participate in the meeting and (2)
the number of shares of the Company’s common stock that they
held of record as of March 6, 2020. In a reply email, those
shareholders will be provided the information which will enable
them to join in the telephone conference call through which remote
participation in the meeting will be available. In addition, rules
of conduct for remote participation in the meeting will be provided
in the response email. Shareholders are encouraged to vote their
shares prior to the
meeting, as directed on the proxy cards received by
them.
The
Company thanks its shareholders for understanding these necessary
changes and wishes its shareholders well during these unique
times.
Peoples
Bank currently operates 19 banking offices entirely in North
Carolina, with offices in Catawba, Alexander, Lincoln, Mecklenburg,
Iredell and Wake counties. Peoples Bank also operates loan
production offices in Lincoln, Mecklenburg and Durham counties. The
Company’s common stock is publicly traded and is quoted in
the NASDAQ Global Market under the symbol
“PEBK”.