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Section 1: 8-K (FORM 8-K)







  FORM 8-K  



Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): September 17, 2019


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  (Exact Name of Registrant as Specified in Charter)  


North Carolina 000-50400 20-0218264

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)


700 W. Cumberland Street, Dunn, North Carolina 28334
 (Address of Principal Executive Offices) (Zip Code)


Registrant’s Telephone Number, Including Area Code: (910) 892-7080


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 class   Trading Symbol   Name of exchange on which registered
Common Stock, par value $1.00 per share   SLCT   The Nasdaq Stock Market LLC


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.


On September 17, 2019, Select Bancorp, Inc. (the “Company”), issued a press release announcing that its board of directors approved a stock repurchase plan authorizing the repurchase of up to 937,248 shares of its outstanding common stock on the open market or in privately negotiated transactions. The stock repurchase plan may be modified, suspended, or discontinued at any time and does not commit the Company to repurchase shares of its common stock.


A copy of the Company’s press release announcing these matters is attached to this Current Report on Form 8-K as Exhibit 99.1.


Item 9.01.Financial Statements and Exhibits.


(d)       Exhibits.


Exhibit No.   Description
99.1   Press release, dated September 17, 2019, announcing stock repurchase plan







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.


Date: September 19, 2019 By: /s/ Mark A. Jeffries
    Mark A. Jeffries
    Executive Vice President and Chief Financial Officer



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Section 2: EX-99.1 (EXHIBIT 99.1)


Exhibit 99.1





September 17, 2019

Mark Jeffries

Executive Vice President

Chief Financial Officer

Office: 910-892-7080 and Direct: 910-897-3603

[email protected]




DUNN, NC . . . Select Bancorp, Inc. (the “Company” NASDAQ: SLCT), the holding company for Select Bank & Trust Company, announced today that its Board of Directors has approved a new stock repurchase plan. Under the new plan, the Company is authorized to repurchase up to 937,248 outstanding shares of its common stock. The Company may repurchase shares on the open market or through privately negotiated transactions. The new plan replaces a stock repurchase plan previously announced in August 2016 that authorized the Company to repurchase up to 581,518 outstanding shares of its common stock. The Company has repurchased all 581,518 shares authorized under the prior plan at an average price of $10.85 per share.


President and Chief Executive Officer William L. Hedgepeth II stated, “We are pleased that the Company’s historical financial performance and well-capitalized status give us the potential to return value to our shareholders through this share repurchase plan. We are focused on creating shareholder value over the long term.”


The new repurchase plan does not require the Company to repurchase any specified amount of shares and it may be suspended, discontinued, or restarted at any time in the Company’s discretion.  Any shares acquired will be cancelled and become authorized but unissued shares, available for future issuance. The Company had 18,744,967 shares of common stock issued and outstanding as of September 17, 2019.   


About Select Bancorp, Inc.


Select Bancorp, Inc. is a bank holding company headquartered in Dunn, North Carolina. The Company primarily conducts operations through its wholly owned subsidiary, Select Bank & Trust Company, a North Carolina-chartered commercial bank that provides a full suite of banking services through its 20 branch offices in these North Carolina communities: Dunn, Burlington, Charlotte, Clinton, Elizabeth City, Fayetteville, Goldsboro, Greenville, Holly Springs (Raleigh area), Leland, Lillington, Lumberton, Morehead City, Raleigh, Washington and Wilmington, North Carolina; in the following South Carolina communities: Blacksburg, Rock Hill and Six Mile; and in Virginia Beach, Virginia.


Important Note Regarding Forward-Looking Statements


This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, without limitation, (i) statements regarding certain of our goals and expectations and (ii) statements preceded by, followed by or that include the words “may,” “could,” “should,” “would,” “believe,” “anticipate,” “estimate,” “expect,” “intend,” “plan,” “projects,” “outlook,” “potential,” or similar expressions. The actual results might differ materially from those projected in the forward-looking statements for various reasons, including, but not limited to: our ability to manage growth; substantial changes in financial markets; our ability to obtain the synergies and expense efficiencies anticipated from our acquisition activity and branch divestures and consolidations; regulatory changes; changes in interest rates; loss of deposits and loan demand to other savings and financial institutions; adverse economic conditions that impact our borrowers’ ability to pay their debts when due; and changes in real estate values and the real estate market. Additional information concerning factors that could cause actual results to materially differ from those in the forward-looking statements is contained in the Company’s SEC filings, including its periodic reports under the Securities Exchange Act of 1934, as amended, copies of which are available upon request from the Company and on the SEC website at Except as required by law, the Company assumes no obligation to update the forward-looking statements publicly or to update the reasons actual results could differ materially from those anticipated in the forward-looking statements, even if new information becomes available in the future.






Mark Jeffries

Executive Vice President

Chief Financial Officer

Office: 910-892-7080 and Direct: 910-897-3603



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