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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): April 1, 2020


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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 7.01 Regulation FD Disclosure.


On April 1, 2020, Select Bancorp, Inc. mailed a letter to its shareholders. The letter is furnished as Exhibit 99.1 to this Current Report and incorporated herein by reference.


Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information contained in, or incorporated into, Item 7.01, including the letter attached as Exhibit 99.1, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any registration statement or other filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.


Item 9.01 Financial Statements and Exhibits.


  (d) Exhibits


Exhibit No.   Description
99.1   Letter to shareholders.







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:  April 1, 2020 By: /s/ William L. Hedgepeth II
    William L. Hedgepeth II
    President and Chief Executive Officer





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Section 2: EX-99.1 (EXHIBIT 99.1)


Exhibit 99.1






March 27, 2020




Dear Shareholder,


In my letter to shareholders each year we would normally address our accomplishments of the preceding year, which were many in 2019. I will address those at the end of this letter. As of the writing of this letter to you, we are faced with the many challenges that the Coronavirus disease (COVID-19) has placed upon our customers, employees, shareholders and our communities. In the coming weeks and months those challenges will undoubtedly increase and will be immense. In the fall of 2018, our company, Select Bancorp, Inc., raised over $60 million in capital. Unfortunately, immediately following the capital raise, the economy slowed making it extremely difficult to deploy that capital in a significant way. Today Select Bank & Trust is fortunate to have that excess capital which will help us weather this difficult time. We have been prudent stewards of our capital, and this should prove beneficial to us as we navigate the next few weeks and months. We are committed to ensuring that our customers, employees and communities fare well during this crisis. Select Bank & Trust has, and will, take steps to assist its customers, employees and communities to meet the challenges that lie ahead.


In an effort to limit or prevent the spread of COVID-19 at Select Bank & Trust, we have closed our branches to lobby traffic (as of writing this letter) and are operating day-to-day using our drive-thru lanes. We are asking our employees to practice social distancing with each other and our customers, to follow CDC guidelines, and we have many employees working remotely from home. Internal bank meetings as well as Board of Director meetings are conducted by teleconference. We have asked employees that are not feeling well to stay home. We are asking our customers that have not yet signed on to our Online or Mobile banking to do so and to utilize these services. Our customers can always call their local branch or visit for further assistance.


Finally, if our customers need assistance, we will make every effort to grant that relief so as to ease the burden on them and their businesses. After all, they are the reason Select Bank & Trust has been successful, and they are the reason we are celebrating our 20th year in business in 2020.


Following through on our accomplishments in 2019, here are a few of the highlights. We opened a new branch in Holly Springs, NC (Raleigh, NC area), acquired a branch in Virginia Beach, VA, and opened loan production offices in Winston-Salem, NC and Durham, NC. We sold our branch in Six Mile, SC to another financial institution in the area to ensure those great folks in Six Mile had a banking option, as our branch was the only one in town. We closed our branch in Washington, NC and moved those accounts to our nearby Greenville, NC branch. In December of 2019 we announced the planned acquisition of three branches located in Sylva, Franklin and Highlands, NC, from another financial institution. We believe these three new branches will be a great cultural fit, as the existing branch team members share the same community-bank philosophy as that of Select Bank & Trust. We believe that the preceding initiatives will enhance our growth and provide efficiencies to our operations.





Other initiatives we embarked on in 2019 included ramping up our mortgage and SBA operations, and both areas proved profitable in 2019; given the lower interest rates at the present time, we expect our mortgage area to continue to grow. Also, we do believe the SBA area will prove beneficial to our customers and prospective customers during this period of uncertainty. We also enhanced our digital banking experience and statement rendering experience, which have been met with positive reviews.


While the future is uncertain for the economy, we believe Select Bank & Trust is poised to have a positive impact upon our shareholders, customers, employees and our communities as we move forward. Obviously, we, and other companies, are not immune from the effects of COVID-19 but, rest assured, that we will work diligently and bring all resources to bear in our efforts to navigate the social and economic challenges that lie ahead. We thank you for your investment and confidence in Select Bank & Trust. Our prayers and thoughts go out to you, your families, your friends and all others. Please be safe.






William L. Hedgepeth, II

President & CEO

Select Bancorp, Inc.

Select Bank & Trust




Cautionary Note Regarding Forward-Looking Statements

This letter contains certain forward-looking statements intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact are forward-looking statements. In some cases, you can identify forward-looking statements by words such as “may,” “hope,” “will,” “should,” “expect,” “plan,” “anticipate,” “intend,” “believe,” “estimate,” “predict,” “potential,” “continue,” “could,” “future” or the negative of those terms or other words of similar meaning. These forward-looking statements include, without limitation, statements relating to: the impact of COVID-19 on our business, operations, customers and capital position; our recently completed and pending branch openings, acquisitions, and closings, and their impacts on our operations; and expectations regarding our mortgage and SBA lines of business. A number of important factors could cause actual results or events to differ materially from those indicated by such forward-looking statements, many of which are beyond our control. Such factors include, but are not limited to, impacts from COVID-19 on local, national, and global economic conditions; higher default rates on loans made to our customers related to COVID-19 and its impact on our customers’ operations and financial condition; unexpected changes in interest rates or disruptions in the mortgage market related to COVID-19 or responses to the health crisis; and the other factors contained in Select Bancorp, Inc.’s filings with the Securities and Exchange Commission, including its periodic reports under the Securities Exchange Act of 1934, as amended, copies of which are available on the “Filings & Financials” section of the Investor Relations page of our website at: Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.



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