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Section 1: 8-K (8-K)

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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): October 23, 2020

SMARTFINANCIAL, INC.

(Exact name of registrant as specified in its charter)

Tennessee

    

001-37661

    

62-1173944

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

5401 Kingston Pike, Suite 600

37919

Knoxville, Tennessee

(Zip Code)

(Address of principal executive offices)

                          

(865) 437-5700

                          

(Registrant’s telephone number, including area code)

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 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

Common Stock, $1.00 par value

SMBK

The Nasdaq Stock Market

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.

Item 7.01  Regulation FD Disclosure.

On October 23, 2020, the board of directors of SmartFinancial, Inc. (“SmartFinancial”) declared a quarterly cash dividend of $0.05 per share of SmartFinancial common stock (the “Dividend”) payable on November 23, 2020, to shareholders of record as of the close of business on November 9, 2020.  On October 27, 2020, SmartFinancial issued a press release announcing the Dividend. A copy of the press release is attached as Exhibit 99.1 hereto and incorporated herein by reference.

Item 8.01 Other Events.

SmartFinancial announced on October 27, 2020 the resumption of its stock repurchase plan that was previously approved on November 20, 2018 (the “Repurchase Plan”).  Under the Repurchase Plan, SmartFinancial may, but is not required to, repurchase up to an aggregate of $10.0 million of shares of SmartFinancial’s issued and outstanding common stock in any manner determined appropriate by SmartFinancial’s management and in accordance with applicable legal requirements.  

On October 27, 2020, SmartFinancial issued a press release announcing the resumption of the Repurchase Plan. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits

(d) EXHIBITS

99.1Press Release issued by SmartFinancial, Inc., dated October 27, 2020

104Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

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.

 

SMARTFINANCIAL, INC.

Date: October 27, 2020

 

By:

/s/ William Y. Carroll, Jr.

Name:

William Y. Carroll, Jr.

Title:

President & Chief Executive Officer

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Section 2: EX-99.1 (EX-99.1)

Exhibit 99.1

Graphic

SMARTFINANCIAL APPROVES

REGULAR QUARTERLY DIVIDEND & RESUMPTION OF STOCK REPURCHASE PLAN

KNOXVILLE, Tenn., October 27, 2020 – SmartFinancial, Inc. (“SmartFinancial”) (Nasdaq: SMBK), the parent company for SmartBank, announced that on October 23, 2020, the board of directors declared a quarterly cash dividend of $0.05 per share of SmartFinancial common stock payable on November 23, 2020 to shareholders of record as of the close of business on November 9, 2020.

SmartFinancial also announced the resumption of its stock repurchase plan.  The plan was originally authorized by the board of directors on November 20, 2018.  The shares will be purchased from time to time at prevailing market prices in any manner determined appropriate by SmartFinancial’s management and in accordance with applicable legal requirements, through open market or privately negotiated transactions, depending upon market conditions. Through the plan, the purchases will be funded from available working capital, and the repurchased shares will be become authorized, unissued shares. There is no guarantee as to the exact number of shares that will be redeemed by SmartFinancial, and SmartFinancial may discontinue repurchases at any time that management determines additional purchases are not warranted.

About SmartFinancial, Inc.

SmartFinancial, Inc., based in Knoxville, Tennessee, is the publicly-traded bank holding company for SmartBank. SmartBank is a full-service commercial bank founded in 2007 with 36 branches spanning East and Middle Tennessee, Alabama and the Florida Panhandle. Recruiting the best people, delivering exceptional client service, strategic branching, and a disciplined approach to lending have all contributed to the company’s success. More information about SmartFinancial can be found on its website: www.smartfinancialinc.com.

Forward-Looking Statements

This release contains “forward-looking statements” within the meaning of and subject to the safe harbor protections of the Private Securities Litigation Reform Act of 1995. In general, forward-looking statements can be identified by the use of words such as “may,” “depend,” “believe,” “expect,” “anticipate,” “intend,” “will,” “should,” “plan,” “estimate,” “predict,” “continue” and “potential”, or the negative of these terms or other comparable terminology.  Forward-looking statements represent management’s beliefs with regard to the matters addressed, based upon information available at the time the statements are made; they are not guarantees of future performance, and they should they not be relied upon as representing management’s views as of any date subsequent to the date first made. Forward-looking statements are subject to numerous assumptions, risks and uncertainties that change over time and could cause actual results or financial condition to differ materially from those expressed in or implied by such statements.

Factors that could affect the forward-looking statements in this release include SmartFinancial’s ability to continue to generate strong earnings and maintain a strong capital position as it faces the challenge of the ongoing COVID-19 pandemic, public perception and regulatory guidance regarding stock repurchase plans,


the market price of SmartFinancial’s common stock, and other opportunities that SmartFinancial may determine to pursue.  Additional factors affecting forward-looking statements can be found in the cautionary language included under the headings “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” in SmartFinancial’s Annual Reports on Form 10-K for the year ended December 31, 2019, and other documents subsequently filed by SmartFinancial with the SEC. No forward-looking statement can be guaranteed.  SmartFinancial expressly disclaims any obligation to update any factors or to announce publicly the result of revisions to any of the forward-looking statements included herein to reflect future events or developments.

Investor Contacts

Billy Carroll
President and Chief Executive Officer
SmartFinancial, Inc.
Email: [email protected]
Phone: 865.868.0613

Ron Gorczynski
Executive Vice President
Chief Financial Officer
SmartFinancial, Inc.
Email: [email protected]
Phone: 865.437.5724

Media Contact

Kelley Fowler
Senior Vice President
Public Relations/Marketing
SmartFinancial, Inc.
Email: [email protected]
Phone: 865.868.0611


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