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Section 1: 8-K (8-K)


United States

Securities And Exchange Commission
Washington, DC 20549


Current Report Pursuant to
Section 13 or 15(
d) of the
Securities Exchange Act of 1934

Date of report (Date of earliest event reported): January 29, 2021

Alerus Financial Corporation
(Exact Name of Registrant as Specified in Charter)




(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

401 Demers Avenue
Grand Forks, North Dakota 58201
(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code: (701) 795-3200

(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 (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

Name of each exchange on which registered

Common Stock, $1.00 par value per share


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 (§ 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 8.01.Other Events.

On January 29, 2021 (the “Redemption Date”), Alerus Financial Corporation (the “Company”) redeemed the entire aggregate $50,000,000 outstanding principal amount of the Company’s 5.75% Fixed to Floating Rate Subordinated Notes due 2025 (the “Subordinated Notes”) in accordance with the terms of the Subordinated Notes. The aggregate redemption price was 100% of the aggregate principal amount of the Subordinated Notes, plus accrued and unpaid interest to, but excluding, the Redemption Date. On and after the Redemption Date, interest ceased to accrue on all of the Subordinated Notes, and all rights with respect to the Subordinated Notes terminated, except only the right of the record holders to receive payment in connection with the redemption.


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: January 29, 2021

Alerus Financial Corporation


/s/ Randy L. Newman


Randy L. Newman


Chairman, Chief Executive Officer and President

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