Item 8.01 Other Events

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On December 18, 2017, two affiliated limited partnerships, Patriot Financial Partners, L.P. and Patriot Financial Partners, Parallel L.P. (to whom we refer as the "Patriot Partnerships"), completed the distribution of shares of Porter Bancorp, Inc. (the “Company”) that the Patriot Partnerships beneficially owned to their limited partners (the “Distribution”), who received a total of 1,747,673 of the Company’s common shares. W. Kirk Wycoff, a general manager of each of the Patriot Partnerships, is also a director of the Company.

In addition to owning 384,186 of our common shares, the Patriot Partnerships owned 1,371,600 of our non-voting common shares before the Distribution. Our non-voting common shares are not listed for trading on any exchange or trading platform, unlike our common shares, which are listed on the NASDAQ Capital Market. As a result of the Distribution, (i) the 1,371,600 non-voting common shares held by the Patriot Partnerships automatically converted into 1,371,600 voting common shares, in accordance with the Company’s articles of incorporation, and (ii) the number of the Company’s common shares outstanding increased from 4,668,264 to 6,039,864 shares.

The common shares transferred directly by the Patriot Partnerships to their limited partners in the Distribution, as well as the common shares issued to the limited partners upon the conversion of the non-voting common shares, were registered with the Securities and Exchange Commission.Registration enables the shares distributed to the limited partners (other than to any limited partners who may be deemed to be affiliates of the Company) to be free from restrictions on resale. Any limited partners who are affiliates of the Company may resell the shares distributed to them in open market transactions in reliance upon Rule 144 under the Securities Act, provided that they conform to the requirements of that rule.


Porter Bancorp, Inc. is a bank holding company. The Company operates through its subsidiary, PBI Bank (the Bank). The Bank is a community bank with a range of commercial and personal banking products. It offers retail and commercial deposit products. It offers drive-in banking facilities, automatic teller machines, night depository, personalized checks, credit cards, debit cards, Internet banking, mobile banking, treasury management services, remote deposit services, electronic funds transfers through automated clearing house services, domestic and foreign wire transfers, cash management, vault services, and loan and deposit sweep accounts. It operates banking offices in approximately 12 counties in Kentucky. Its markets include metropolitan Louisville in Jefferson County and the surrounding counties of Henry and Bullitt. It serves south central Kentucky and southern Kentucky from banking offices in Butler, Green, Hart, Edmonson, Barren, Warren, Ohio and Daviess Counties.

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