HOMESTREET, INC. (NASDAQ:HMST) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Agreement
SEC) issued an Order Instituting Cease-and-Desist Proceedings to
Section 21c of the Securities Exchange Act of 1934, Making
Findings, and Imposing a Cease-And-Desist Order (the Settlement
Agreement) for HomeStreet, Inc. (HomeStreet or the Company) on
terms proposed by HomeStreet to the SEC on January 6, 2017 in an
Offer of Settlement. The settlement relates primarily to
HomeStreets fair value hedge accounting analysis, which was
previously disclosed in the Companys quarterly reports filed
under the 1934 Securities and Exchange Act, as amended (the
Exchange Act). The Settlement Agreement relates to allegations
from the SEC under Section 13(b)(2)(A) of the Exchange Act, which
requires all issuers to make and keep books, records, and
accounts, which, in reasonable detail, accurately and fairly
reflect the transactions and dispositions of the assets of the
issuer, and Section 13(b)(2)(B), which requires all issuers to
devise and maintain a system of internal accounting controls
sufficient to provide reasonable assurances that transactions are
recorded as necessary to permit preparation of financial
statements in accordance with GAAP.
HomeStreet violated Rule 21F-17(a) of the Exchange Act, which
prohibits any person from taking an action to impede an
individual from communicating directly with the Commission staff
about a possible securities law violation, based on language in
certain severance agreements (which has since been revised), and
on certain alleged efforts to determine the identity of
whistleblowers. The SEC has stated in the Settlement Agreement
that it is unaware of any instances where a current or former
employee did not communicate with the Commission about potential
securities law violations.
SEC a penalty of $500,000 and agreed to cease and desist from
committing any violations of Section 13(b)(2)(A) and (B) of the
Exchange Act, and Exchange Act Rule 21F-17 and to undertake
certain remediation with respect to the allegations concerning
severance agreements. HomeStreets Treasurer and Chief Investment
Officer also entered into a separate settlement agreement with
the SEC on January 19, 2017; that settlement relates only to
allegations that the violations of Sections 13(b)(2)(A) and
13(b)(2)(B), and Exchange Act Rule 13b2-1 and included a $20,000
penalty and an agreement to cease and desist from any violations
of these provisions.
required to admit the allegations. The SEC does not allege any
fraud on the part of any of the parties to either settlement
agreement, nor does it allege that either HomeStreet or any
HomeStreet officers acted with an intent to deceive investors, or
that the violations had a material impact on HomeStreets
financial statements.
purport to be complete and is qualified in its entirety by
reference to the Settlement Agreement. The Settlement Agreement
is filed as Exhibit 1.1 hereto and is incorporated herein by
reference.
to the Settlement Agreement. A copy of the press release is
furnished as Exhibit 99.1 to this Current Report on Form 8-K.
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Exhibit No.
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Description
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1.1
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Order Instituting Cease-and-Desist Proceedings to
Section 21c of the Securities Exchange Act of 1934, Making Findings, and Imposing a Cease-And-Desist Order dated January 19, 2017 |
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99.1
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Press Release issued January 19, 2017
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About HOMESTREET, INC. (NASDAQ:HMST)
HomeStreet, Inc. is a financial services company serving customers primarily in the western United States, including Hawaii. The Company is principally engaged in real estate lending, including mortgage banking activities, and commercial and consumer banking. Its operating segments include Commercial and Consumer Banking, and Mortgage Banking. The Company’s subsidiaries include HomeStreet Bank (the Bank) and HomeStreet Capital Corporation. The Bank is a savings bank that provides mortgage and commercial loans, deposit products and services, non-deposit investment products, private banking and cash management services. Doing business as HomeStreet Insurance Agency, the Company provides insurance products and services for consumers and businesses. The Company has a network of over 40 retail deposit branches located in Washington state, Southern California, Portland, Oregon and Hawaii, as well as over 60 stand-alone lending centers located within its retail deposit branch footprint. HOMESTREET, INC. (NASDAQ:HMST) Recent Trading Information
HOMESTREET, INC. (NASDAQ:HMST) closed its last trading session down -0.05 at 29.20 with 254,301 shares trading hands.
