8-K
Texas Community Bancshares, Inc. (TCBS)
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): July 14, 2021
Texas Community Bancshares, Inc.
(Exact Name of Registrant as Specified in its Charter)
| Maryland | 001-40610 | 86-2760335 | |
|---|---|---|---|
| (State or Other Jurisdiction of Incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) | |
| 215 West Broad Street, Mineola, Texas | 75773 | ||
| (Address of Principal Executive Offices) | (Zip Code) |
(903) 569-2602
(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 |
|---|
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 8.01 Other Events.
Effective July 14, 2021, Texas Community Bancshares, Inc. (the “Company”) completed the sale of its common stock in a subscription offering in connection with the conversion of Mineola Community Mutual Holding Company from a mutual holding company to a stock holding company. As a result of the completion of the conversion and offering, Mineola Community Bank, S.S.B. reorganized as the wholly-owned subsidiary of the Company. For additional information, reference is made to the press release dated July 14, 2021, which is filed as an exhibit to this Form 8-K and is incorporated herein by reference.
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 dated July 14, 2021 | |
| 104 | Cover Page Interactive Data File (embedded within Inline XBRL document) |
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.
| TEXAS COMMUNITY BANCSHARES, INC. | ||
|---|---|---|
| Date: July 15, 2021 | By: | /s/ James H. Herlocker, III |
| James H. Herlocker, III | ||
| Chairman, President and Chief Executive Officer |
Exhibit 99.1
*PRESS RELEASE*
Contact:
James H. Herlocker, III
Chairman, President and Chief Executive Officer
(903) 569-2602
Texas Community Bancshares, Inc. Completes Initial Public Offering
Mineola, TX; July 14, 2021 – Texas Community Bancshares, Inc. (the “Company”), the holding company of Mineola Community Bank, S.S.B. (“Mineola Community Bank”), announced today that it has completed its initial public offering in connection with the conversion of Mineola Community Mutual Holding Company from the mutual holding company to the stock holding company form of organization. Both the stock offering and the conversion were completed effective following the close of business today. The Company’s common stock is expected to begin trading on the Nasdaq Capital Market under the trading symbol “TCBS” on July 15, 2021.
The Company sold a total of 3,207,759 shares of common stock, which includes 260,621 shares sold to Mineola Community Bank’s Employee Stock Ownership Plan, at a price of $10.00 per share. The Company also contributed 50,000 shares of common stock and $75,000 in cash to the TCBS Foundation, Inc., a charitable foundation formed in connection with the conversion and dedicated to supporting charitable organizations operating in Mineola Community Bank’s local community A total of 3,257,759 shares of common stock of the Company are issued and outstanding.
Luse Gorman, PC has acted as legal counsel to the Company and Mineola Community Bank. Performance Trust Capital Partners, LLC has acted as marketing agent for the Company in connection with the stock offering, and Goodwin Procter LLP has acted as legal counsel to Performance Trust Capital Partners, LLC.
About Texas Community Bancshares and Mineola Community Bank
Texas Community Bancshares, Inc. is the bank holding company for Mineola Community Bank, S.S.B., a Texas-chartered savings bank that operates from its main office in Mineola and its branch offices in Edgewood, Grand Saline, Lindale, Mineola, and Winnsboro in northeast Texas.
# # #