EQUITY BANCSHARES, INC. (NASDAQ:EQBK) Files An 8-K Results of Operations and Financial ConditionItem 2.02Results of Operations and Financial Condition.
On January 25, 2018, Equity Bancshares, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter ended December 31, 2017. A copy of the press release is furnished as Exhibit 99.1 and is incorporated by reference herein.
The information in this Item 2.02, including Exhibit 99.1, is being furnished to Item 2.02 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.
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Item 5.02 |
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
In connection with a restructuring of the board of directors (the “Board”) of the Company, Dan R. Bowers, Roger A. Buller, Michael R. Downing, P. John Eck and Randee R. Koger each notified the Company of their intent to resign from the Board effective immediately prior to the 2018 annual meeting of stockholders of the Company. Each of the directors volunteered to resign from the Board in connection with the restructuring of the Board.At the effective time of the resignations, the number of directors that compose the Board will be reduced from fourteen directors to nine directors.The Company believes that the smaller Board will improve the corporate governance of the Company.Each of the directors will continue to serve on the board of directors of Equity Bank, the Company’s wholly-owned subsidiary.
Mr. Buller currently serves on the Compensation Committee.Mr. Eck currently serves on the Corporate Governance and Nominating Committee and Mr. Bowers, Mr. Downing and Ms. Koger serve on the Risk Management Committee.The determinations of Messrs. Bowers, Buller, Downing, Eck and Ms. Koger to resign was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies, or practices.
As a result of the resignations, the Board determined that it is in the best interests of the stockholders for Jerry Maland to transfer from a Class II to a Class I director in order to apportion the number of directors equally among each of the three classes of directors.Mr. Maland will be classified a Class I director following the effective time of the resignations.
Item 7.01Regulation FD Disclosure.
The Company intends to hold an investor call and webcast to discuss its financial results for the fourth quarter ended December 31, 2017 on Friday, January 26, 2018, at 9:00 a.m. Central Time. The Company’s presentation to analysts and investors contains additional information about the Company’s financial results for the fourth quarter ended December 31, 2017 and is furnished as Exhibit 99.2 and is incorporated by reference herein.
The information in this Item 7.01, including Exhibit 99.2, is being furnished to Item 7.01 of Form 8-K and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.
Item 8.01Other Events.
The only information contained in this Form 8-K being filed for the purposes of Rule 425 of the Securities Act is the information relating solely to the proposed mergers between the Company and each of Kansas Bank Corporation and Adams Dairy Bancshares, Inc. contained in the press release furnished herewith as Exhibit 99.1.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits
EQUITY BANCSHARES INC ExhibitEX-99.1 2 eqbk-ex991_8.htm EX-99.1 EQBK_EARNINGS_RELEASE_Q4 eqbk-ex991_8.htm Equity Bancshares,…To view the full exhibit click here
About EQUITY BANCSHARES, INC. (NASDAQ:EQBK)
Equity Bancshares, Inc. is a bank holding company. The Company’s principal activity is the ownership and management of its subsidiary, Equity Bank (the Bank). The Bank provides a range of financial services primarily to businesses and business owners, as well as individuals. As of November 10, 2016, the Company operated through 34 branches located in Kansas, Missouri and Arkansas. The Company’s operations involve the delivery of loan and deposit products to its customers. The Company offers commercial banking products and other services, including lending activities, deposit products, and other products and services. It offers a suite of online banking solutions, including access to account balances, online transfers, online bill payment, and electronic delivery of customer statements and mobile banking solutions. In addition, the Company offers commercial treasury management services, wire transfer, automated clearing house (ACH) services and cash management deposit products.