Washington Trust Bancorp Inc 8-K, filed Dec 12, 2022
Washington Trust Bancorp Inc (WASH)
8-K
2022-12-12
For: 2022-12-12
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Added on
April 04, 2026
About this 8-K
Washington Trust Bancorp Inc filed this 8-K on December 12, 2022.
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): December 12, 2022
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Item 8.01 Other Events.
On December 12, 2022, Washington Trust Bancorp, Inc. ("Corporation") announced that its Board of Directors adopted a stock repurchase program ("2023 Stock Repurchase Program"), which authorizes the repurchase up to 850,000 shares of the Corporation’s common stock, or approximately 5% of its current outstanding shares. The 2023 Stock Repurchase Program commences on January 1, 2023 and expires on December 31, 2023 and may be modified, suspended, or discontinued at any time. The Corporation had approximately 17.2 million shares outstanding as of November 30, 2022.
A copy of the press release relating to such announcement, dated December 12, 2022, is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. | |||||||||||||
| Exhibit No. | Exhibit | |||||||||||||
| Press release dated December 12, 2022* | ||||||||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||||||||
| *Filed herewith | ||||||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| WASHINGTON TRUST BANCORP, INC. | ||||||||||||||
| Date: | December 12, 2022 | By: | /s/ Ronald S. Ohsberg | |||||||||||
| Ronald S. Ohsberg | ||||||||||||||
| Senior Executive Vice President, Chief Financial Officer and Treasurer | ||||||||||||||
Exhibit 99.1
NASDAQ: WASH
MEDIA CONTACT: Elizabeth B. Eckel
SVP, Chief Marketing & Corporate Communications Officer
(401) 348-1309
ebeckel@washtrust.com
FOR IMMEDIATE RELEASE
Washington Trust Bancorp, Inc. Announces 2023 Stock Repurchase Program
WESTERLY, R.I., December 12, 2022 (PR NEWSWIRE)…Washington Trust Bancorp, Inc. (Nasdaq:WASH) today announced that the Corporation's Board of Directors adopted a stock repurchase program (“2023 Stock Repurchase Program”), which authorizes the repurchase of up to 850,000 shares, or approximately 5%, of the Corporation’s common stock. This authority may be exercised from time to time and in such amounts as market conditions warrant, and subject to regulatory considerations. 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 2023 Stock Repurchase Program commences on January 1, 2023 and expires on December 31, 2023 and may be modified, suspended, or discontinued at any time. The Corporation had approximately 17.2 million shares outstanding as of November 30, 2022.
Background
Washington Trust Bancorp, Inc. is the parent of The Washington Trust Company. Founded in 1800, Washington Trust is the oldest community bank in the nation, the largest state-chartered bank headquartered in Rhode Island and one of the Northeast's premier financial services companies. Washington Trust offers a full range of financial services, including commercial banking, mortgage banking, personal banking and wealth management and trust services through its offices located in Rhode Island, Connecticut and Massachusetts. The Corporation’s common stock trades on NASDAQ under the symbol WASH. Investor information is available on the Corporation’s web site at https://ir.washtrust.com.
Forward-Looking Statements
This press release contains statements that are “forward-looking statements.” We may also make forward-looking statements in other documents we file with the U.S. Securities and Exchange Commission ("SEC"), in our annual reports to shareholders, in press releases and other written materials, and in oral statements made by our officers, directors or employees. You can identify forward-looking statements by the use of the words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “assume,” “outlook,” “will,” “should,” and other expressions that predict or indicate future events and trends and which do not relate to historical matters. You should not rely on forward-looking statements, because they involve known and unknown risks, uncertainties and other factors, some of which are beyond our control. These risks, uncertainties and other factors may cause our actual results, performance or achievements to be materially different from the anticipated future results, performance or achievements expressed or implied by the forward-looking statements.
Some of the factors that might cause these differences include the following:
•changes in political, business and economic conditions, including inflation;
•interest rate changes or volatility, as well as changes in the balance and mix of loans and deposits;
•changes in loan demand and collectability;
•the possibility that future credit losses are higher than currently expected due to changes in economic assumptions or adverse economic developments;
•ongoing volatility in national and international financial markets;
•reductions in the market value or outflows of wealth management assets under administration;
Exhibit 99.1
•decreases in the value of securities and other assets;
•increases in defaults and charge-off rates;
•changes in the size and nature of our competition;
•changes in legislation or regulation and accounting principles, policies and guidelines;
•operational risks including, but not limited to, changes in information technology, cybersecurity incidents, fraud, natural disasters, war, terrorism, civil unrest, the ongoing COVID-19 pandemic, and future pandemics;
•reputational risks; and
•changes in the assumptions used in making such forward-looking statements.
In addition, the factors described under “Risk Factors” in Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021, as updated by our Quarterly Reports on Form 10-Q and other filings submitted to the SEC, may result in these differences. You should carefully review all of these factors and you should be aware that there may be other factors that could cause these differences. These forward-looking statements were based on information, plans and estimates at the date of this report, and we assume no obligation to update any forward-looking statements to reflect changes in underlying assumptions or factors, new information, future events or other changes.