8-K

PEOPLES FINANCIAL SERVICES CORP. (PFIS)

8-K 2022-05-02 For: 2022-05-02
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Added on April 06, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K


CURRENT REPORT

Pursuant to Section 13 or 15(d) of theSecurities Exchange Act of 1934

Date of Report: May 2, 2022

(Date of earliest event reported)

PEOPLES FINANCIAL SERVICES CORP.

(Exact name of registrant as specified in its charter)

001-36388

(Commission File Number)

PA 23-2391852
(State or other jurisdiction of incorporation) (IRS Employer of Identification No.)

150 North Washington Avenue, Scranton,Pennsylvania 18503-1848

(Address of principal executive offices)                            (Zip Code)


(570) 346-7741

(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 (see General Instruction A.2. below):

¨ Written communications pursuant to Rule 425 under the<br>Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the<br>Exchange Act (17 CFR 240.14a-12)
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¨ Pre-commencement communications pursuant to Rule 14d-2(b)<br>under the Exchange Act (17 CFR 240.14d-2(b))
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¨ Pre-commencement communications pursuant to Rule 13e-4(c)<br>under the Exchange Act (17 CFR 240.13e-4(c))
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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, $2.00 par value PFIS The Nasdaq Stock Market

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 7.01 Regulation FD Disclosure.

On May 2, 2022, Peoples Financial Services Corp. issued a press release announcing that Craig Best, Chief Executive Officer, will present at the D.A. Davidson 24th Annual Financial Institutions Conference being held in Colorado Springs, Colorado on Thursday, May 5, 2022 at 11 am (Mountain). A copy of the investor presentation to be used at conference will be available on the Investor Relations section of Peoples’ website (psbt.com) prior to the presentation. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)       Exhibits

The following exhibits are filed with this Form 8-K:

Exhibit No. Description
99.1 Press release dated May 2, 2022 announcing presentation at D.A. Davidson 24th Annual Financial Institutions Conference
104 Cover Page Interactive Data File (embedded within the<br>Inline XBRL document).

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 hereunto duly authorized.

PEOPLES FINANCIAL SERVICES CORP.
By: /s/ Craig W. Best
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Craig W. Best
---
Chief Executive Officer
(Principal Executive Officer)

Date:  May 2, 2022

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Exhibit Index

Exhibit No. Description
99.1 Press release dated May 2, 2022 announcing presentation at D.A. Davidson 24th Annual Financial Institutions Conference
104 Cover Page Interactive Data File (embedded within the<br>Inline XBRL document).
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Exhibit 99.1

NEWS RELEASE

TO BUSINESS EDITOR

Peoples Financial Services Corp. CEO Craig Best to present at theD.A. Davidson 24^th^ Annual Financial Institutions Conference

Scranton, PA, May 2/PRNEWSWIRE/ – Peoples Financial Services Corp., a $3.4 billion community bank based in Scranton, Pennsylvania, today announced that Craig Best, Chief Executive Officer, will present at the D.A. Davidson 24th Annual Financial Institutions Conference on Thursday, May 5, 2022 at 11am (Mountain).

Presentation Materials: Peoples Financial Services Corp. will present its current Investor Presentation, which will be available on the Investor Relations section of Peoples’ website (psbt.com) prior to the conference.

Contact: MEDIA/INVESTORS, Marie L. Luciani, Investor Relations Officer, 570.346.7741 or marie.luciani@psbt.com

Safe Harbor Forward-Looking Statements:

We make statements in this press release, and we may from time to time make other statements regarding our outlook or expectations for future financial or operating results and/or other matters regarding or affecting Peoples Financial Services Corp., Peoples Security Bank and Trust Company, and its subsidiaries (collectively, “Peoples”) that are considered “forward-looking statements” as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements may be identified by the use of such words as “believe,” “expect,” “anticipate,” “should,” “planned,” “estimated,” “intend” and “potential.” For these statements, Peoples claims the protection of the statutory safe harbors for forward-looking statements.

Peoples cautions you that a number of important factors could cause actual results to differ materially from those currently anticipated in any forward-looking statement. Such factors include, but are not limited to: prevailing economic and political conditions, particularly in our market area; the unfolding COVID-19 crisis and the governmental responses to the crisis; the impact on financial markets from geopolitical conflicts such as the military conflicts between Russia and Ukraine; credit risk associated with our lending activities; credit risk associated with our lending activities; changes in interest rates, loan demand, real estate values and competition; changes in accounting principles, policies, and guidelines; changes in any applicable law, rule, regulation or practice with respect to tax or legal issues; our ability to identify and address cyber-security risks and other economic, competitive, governmental, regulatory and technological factors affecting Peoples’ operations, pricing, products and services and other factors that may be described in Peoples’ Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission from time to time.

In addition to these risks, acquisitions and business combinations, present risks other than those presented by the nature of the business acquired. Acquisitions and business combinations may be substantially more expensive to complete than originally anticipated, and the anticipated benefits may be significantly harder-or take longer-to achieve than expected. As regulated financial institutions, our pursuit of attractive acquisition and business combination opportunities could be negatively impacted by regulatory delays or other regulatory issues. Regulatory and/or legal issues related to the pre-acquisition operations of an acquired or combined business may cause reputational harm to Peoples following the acquisition or combination, and integration of the acquired or combined business with ours may result in additional future costs arising as a result of those issues.

The forward-looking statements are made as of the date of this release, and, except as may be required by applicable law or regulation, Peoples assumes no obligation to update the forward-looking statements or to update the reasons why actual results could differ from those projected in the forward-looking statements.

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