Sb Financial Group, Inc 8-K, filed Jun 24, 2020
Sb Financial Group, Inc. (SBFG)
About this 8-K
Sb Financial Group, Inc filed this 8-K on June 24, 2020, reporting on events of June 23, 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) June 24, 2020 (June 23, 2020)
SB FINANCIAL GROUP, INC
(Exact name of registrant as specified in its charter)
| Ohio | 0-13507 | 34-1395608 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 401 Clinton Street, Defiance, OH | 43512 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code (419) 783-8950
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 (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 1 4a- 12 under the Exchange Act (17 CFR 240.1 4a- 12) |
| ☐ | Pre-commencement communications pursuant to Rule 1 4d-2(b) under the Exchange Act (17 CFR 240.1 4d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 1 3e-4(c) under the Exchange Act (17 CFR 240.1 3e-4(c)) |
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. ☐
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||
| Common Shares, No Par Value | SBFG | The NASDAQ Stock Market, LLC | ||||
| 7,655,878 Outstanding at June 24,2020 | (NASDAQ Capital Market) | |||||
Item 8.01. Other Events
On June 23, 2020, SB Financial Group, Inc., issued a press release announcing that the Company will be added to the Russell 2000® and Russell 3000® indexes as part of this year’s reconstitution. The additions will be made effective after the U.S. markets open on June 29, 2020, according to a preliminary list of additions posted by the Russell Index on June 5, 2020.
Headquartered in Defiance, Ohio, SB Financial is a diversified financial services holding company for the State Bank & Trust Company (State Bank) and SBFG Title, LLC dba Peak Title (Peak Title). State Bank provides a full range of financial services for consumers and small businesses, including wealth management, private client services, mortgage banking and commercial and agricultural lending, operating through a total of 21 offices; 20 in nine Ohio counties and one in Fort Wayne, Indiana, and 23 full-service ATMs. State Bank has six loan production offices located throughout the Tri-State region of Ohio, Indiana and Michigan. Peak Title provides title insurance and opinions throughout the Tri-State region. SB Financial’s common stock is listed on the NASDAQ Capital Market under the symbol “SBFG”.
In May 2019, SB Financial was ranked #94 on the American Banker Magazine’s list of Top 200 Publicly Traded Community Banks and Thrifts based on three-year average return on equity (“ROE”).
Item 9.01. Financial Statements and Exhibits.
| (a) | Not Applicable |
| (b) | Not Applicable |
| (c) | Not Applicable |
| (d) | Exhibits |
| Exhibit No. | Description | ||
| 99.1 | Press Release issued by SB Financial Group, Inc. on June 23, 2020 |
1
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.
| SB FINANCIAL GROUP, INC. | ||
| Dated: June 24, 2020 | By: | /s/ Anthony V. Cosentino |
| Anthony V. Cosentino | ||
| Chief Financial Officer | ||
2
INDEX TO EXHIBITS
Current Report on Form 8-K
Dated June 24, 2020
SB Financial Group, Inc.
| Exhibit No. | Description | ||
| 99.1 | Press Release issued by SB Financial Group, Inc. on June 23, 2020 |
3
Exhibit 99.1
SB Financial to Join Russell 2000 and Russell 3000 Indexes
DEFIANCE, OH – June 23, 2020 – SB Financial Group, Inc. (NASDAQ: SBFG) (“SB Financial”), a diversified financial services company providing full-service community banking, mortgage banking, wealth management, private client and title insurance services, announced today that the Company will be added to the Russell 2000® and Russell 3000® indexes as part of this year’s reconstitution. The additions will be made effective after the U.S. markets open on June 29, 2020, according to a preliminary list of additions posted by the Russell Index on June 5, 2020.
“To be included in the Russell Index is a significant milestone for SB Financial and a testament to our team’s ability to achieve an essential component of our vision to operate as a high-performing organization. This key performance metric is vital in order to create sustained value for our shareholders,” said Mark Klein, Chairman, President and CEO. “We believe this accomplishment will help us increase our liquidity and create greater awareness of SB Financial within the investment community. As a member of these Russell indexes, we look forward to continuing to pursue strategies that create long-term value for each of our stakeholders.”
Annual Russell indexes reconstitution captures the 3,000 largest U.S. stocks as of May 8, ranking them by total market capitalization. Membership in the U.S. all-cap Russell 3000 Index, which remains in place for one year, means automatic inclusion in the small-cap Russell 2000 Index, which is the most common benchmark for small capitalization companies, as well as the appropriate growth and value style indexes. FTSE Russell determines membership for its Russell indexes primarily by objective, market-capitalization rankings and style attributes.
About SB Financial Group, Inc.
Headquartered in Defiance, Ohio, SB Financial is a diversified financial services holding company for the State Bank & Trust Company (State Bank) and SBFG Title, LLC dba Peak Title (Peak Title). State Bank provides a full range of financial services for consumers and small businesses, including wealth management, private client services, mortgage banking and commercial and agricultural lending, operating through a total of 21 offices; 20 in nine Ohio counties and one in Fort Wayne, Indiana, and 23 full-service ATMs. State Bank has six loan production offices located throughout the Tri-State region of Ohio, Indiana and Michigan. Peak Title provides title insurance and opinions throughout the Tri-State region. SB Financial’s common stock is listed on the NASDAQ Capital Market under the symbol “SBFG”.
Investor Contact Information:
Mark A. Klein
Chairman, President and CEO
Mark.Klein@YourStateBank.com
Anthony V. Cosentino
Chief Financial Officer
Tony.Cosentino@YourStateBank.com
###