8-K

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) May 12, 2021

PEAPACK-GLADSTONE FINANCIAL CORPORATION

(Exact Name of Registrant as Specified in Charter)

New Jersey	001-16197	22-3537895
(State or Other Jurisdiction	(Commission	(I.R.S. Employer
of Incorporation)	File Number)	Identification No.)

500 Hills Drive, Suite 300, Bedminster, New Jersey	07921
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code (908) 234-0700

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	PGC	The NASDAQ Stock Market, LLC

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))

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. ☐

INFORMATION TO BE INCLUDED IN THE REPORT

Item 8.01 Other Events

On May 12, 2021, Peapack-Gladstone Bank (the “Bank”), the wholly owned subsidiary of Peapack-Gladstone Financial Corporation (the “Company”), entered into an agreement to acquire Princeton Portfolio Strategies Group, LLC (“PPSG”), a registered investment advisor headquartered in Princeton, New Jersey. The Company expects the transaction to close in the third quarter of 2021, subject to the satisfaction of customary closing conditions.  

The purchase price is comprised of a cash payment to be made at closing, and common stock and cash to be paid out over a four-year period, subject to the satisfaction of certain client retention and net revenue growth goals.  

The transaction will provide certain strategic synergies and benefits, including that:

• Partners Bill Hamill, Suzanne Twitchell, Carlton Savoye, Alan Moucha, and John Capodici, along with all PPSG team members, will join Peapack Private upon completion of the acquisition.

• PPSG will add depth to the Bank’s already high-caliber wealth management team, and will add to the Bank’s ability to provide expert and timely advice and services to clients.  

• The purchase is consistent with the Company’s strategy to supplement the organic growth of its wealth management business with strategic and complementary acquisitions.

• The acquisition provides the Bank the opportunity to provide banking, lending, trust and fiduciary services to the PPSG client base.

From a financial perspective:

• The acquisition will increase the assets under management and/or administration of the Private Wealth Management Division of the Bank by over $550 million.  

• The purchase will have a minimal impact on the Company’s tangible capital and tangible book value per share.  

• After up-front transaction costs, the Company anticipates the purchase will be immediately accretive to earnings.

The Company issued a press release dated May 12, 2021 regarding the acquisition and such press release is filed herewith as Exhibit 99.1 and incorporated by reference herein.

Forward-Looking Statements

The foregoing may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995.  Such statements are not historical facts and include expressions about management’s confidence and strategies and management’s expectations about new and existing programs and products, investments, relationships, opportunities and market conditions.  These statements may be identified by such forward-looking terminology as “expect,” “look,” “believe,” “anticipate,” “may” or similar statements or variations of such terms.  Actual

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results may differ materially from such forward-looking statements.  Factors that may cause results to differ materially from such forward-looking statements include, but are not limited to:

• our inability to successfully grow our business and implement our strategic plan, including an inability to generate revenues to offset the increased personnel and other costs related to the strategic plan;

• the impact of anticipated higher operating expenses in 2021 and beyond;

• our inability to successfully integrate wealth management firm acquisitions;

• our inability to manage our growth;

• our inability to successfully integrate our expanded employee base;

• an unexpected decline in the economy, in particular in our New Jersey and New York market areas;

• declines in our net interest margin caused by the interest rate environment and/or our highly competitive market;

• declines in value in our investment portfolio;

• higher than expected increases in our allowance for loan and lease losses;

• higher than expected increases in loan and lease losses or in the level of nonperforming loans;

• changes in interest rates;

• decline in real estate values within our market areas;

• legislative and regulatory actions (including the impact of the Dodd-Frank Wall Street Reform and Consumer Protection Act, Basel III and related regulations) that may result in increased compliance costs;

• successful cyberattacks against our IT infrastructure and that of our IT and third-party providers;

• higher than expected FDIC insurance premiums;

• adverse weather conditions;

• our inability to successfully generate new business in new geographic markets;

• our inability to execute upon new business initiatives;

• our lack of liquidity to fund our various cash obligations;

• reduction in our lower-cost funding sources;

• our inability to adapt to technological changes;

• claims and litigation pertaining to fiduciary responsibility, environmental laws and other matters;

• our inability to retain key employees;

• demands for loans and deposits in our market areas;

• adverse changes in securities markets;

• changes in accounting policies and practices; and

• other unexpected material adverse changes in our operations or earnings.

Further, given its ongoing and dynamic nature, it is difficult to predict the full impact of the COVID-19 outbreak on our business. The extent of such impact will depend on future developments, which are highly uncertain, including when the coronavirus can be controlled and abated and when and whether the gradual reopening of businesses will result in a meaningful increase in economic activity.  As the result of the COVID-19 pandemic and the related adverse

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local and national economic consequences, we could be subject to any of the following risks, any of which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations:

• demand for our products and services may decline, making it difficult to grow assets and income;

• if the economy is unable to substantially reopen, and higher levels of unemployment continue for an extended period of time, loan delinquencies, problem assets, and foreclosures may increase, resulting in increased charges and reduced income;

• collateral for loans, especially real estate, may decline in value, which could cause loan losses to increase;

• our allowance for loan losses may have to be increased if borrowers experience financial difficulties, which will adversely affect our net income;

• the net worth and liquidity of loan guarantors may decline, impairing their ability to honor commitments to us;

• a material decrease in net income or a net loss over several quarters could result in a decrease in the rate of our quarterly cash dividend;

• our wealth management revenues may decline with continuing market turmoil;

• a worsening of business and economic conditions or in the financial markets could result in an impairment of certain intangible assets, such as goodwill;

• the unanticipated loss or unavailability of key employees due to the outbreak, which could harm our ability to operate our business or execute our business strategy, especially as we may not be successful in finding and integrating suitable successors;

• we may face litigation, regulatory enforcement and reputation risk as a result of our participation in the PPP and the risk that the SBA may not fund some or all PPP loan guaranties;

• our cyber security risks are increased as the result of an increase in the number of employees working remotely; and

• FDIC premiums may increase if the agency experience additional resolution costs.

A discussion of these and other factors that could affect our results is included in our SEC filings, including our Annual Report on Form 10-K for the year ended December 31, 2020.  We undertake no duty to update any forward-looking statement to conform the statement to actual results or changes in the Company’s expectations.

Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, levels of activity, performance or achievements.

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Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.	Title
99.1	Press release dated May 12, 2021
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.

	PEAPACK-GLADSTONE FINANCIAL CORPORATION
Dated: May 13, 2021	By:	/s/ Jeffrey J. Carfora
	Jeffrey J. Carfora
	Senior Executive Vice President and Chief Financial Officer

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EX-99.1

Exhibit 99.1

Photo Caption:  John P. Babcock, President Peapack Private Wealth Management

Subject Line:  Peapack-Gladstone Financial Corporation to Acquire Princeton Portfolio Strategies Group

Bedminster, New Jersey – May 12, 2021 – Peapack-Gladstone Financial Corporation (NASDAQ Global Select Market:  PGC), parent company of Peapack-Gladstone Bank announced today that it has entered into an agreement to acquire Princeton, NJ-based Princeton Portfolio Strategies Group, LLC (“PPSG”), with assets under management of approximately $550 million.  The Company anticipates the purchase will be immediately accretive to earnings.  The transaction is expected to close in the third quarter of 2021, subject to the receipt of regulatory approval and other customary closing conditions.

PPSG, who will become part of Peapack Private, the wealth management division of the Bank, has been delivering wealth management services and customized portfolio management solutions to individuals and institutions since 2011.  Their team of professionals has broad experience in advising and investing, and a long history of coordinating financial solutions with clients’ attorneys, accountants, and other professionals.  

Partners Bill Hamill, Suzanne Twitchell, Carlton Savoye, Alan Moucha, and John Capodici, along with all PPSG team members, will join Peapack Private upon completion of the acquisition.

Peapack Private is one of the largest trust company and wealth managers in NJ, with a market value of approximately $9.4 billion of Assets Under Administration (AUA) at March 31, 2021.  The Princeton Portfolio Strategies Group transaction will be the Bank’s eighth acquisition and/or lift-out since 2015.

“With a private banking office already located at Carnegie Center in Princeton, we were able to establish a quick and easy connection with PPSG,” said John P. Babcock, President of Peapack Private Wealth Management.  He continued, “Combining the high-quality professionals from PPSG with our existing Princeton team is a win-win for both organizations and will allow us to accelerate our growth in this highly desirable market.”

Park Sutton Advisors LLC served as exclusive financial advisor to Peapack-Gladstone Bank on this transaction.

About the Company

Peapack-Gladstone Financial Corporation is a New Jersey bank holding company with total assets of $6.0 billion and assets under management and/or administration of $9.4 billion as of March 31, 2021.  Founded in 1921, Peapack-Gladstone Bank is a commercial bank that provides innovative wealth management, investment banking, commercial and retail solutions, including residential lending and online platforms, to businesses and consumers.  Peapack Private, the Bank’s wealth management division, offers comprehensive financial, tax, fiduciary and investment advice and solutions, to individuals, families, privately held businesses, family offices and not-for-profit organizations, which help them to establish, maintain and expand their legacy.  Together, Peapack-Gladstone Bank and Peapack Private offer an unparalleled commitment to client service.  Visit www.pgbank.com and www.peapackprivate.com for more information.

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Contact:  Denise M. Pace-Sanders, SVP Managing Principal, Brand and Marketing Director, dpace@pgbank.com, 908.470.3322, Peapack-Gladstone Bank, 500 Hills Drive, Suite 300, Bedminster, NJ 07921.

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Document and Entity Information	May 12, 2021
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 12, 2021
Entity Registrant Name	PEAPACK-GLADSTONE FINANCIAL CORP
Entity Emerging Growth Company	false
Entity Central Index Key	0001050743
Entity File Number	001-16197
Entity Incorporation, State or Country Code	NJ
Entity Tax Identification Number	22-3537895
Entity Address, Address Line One	500 Hills Drive
Entity Address, Address Line Two	Suite 300
Entity Address, City or Town	Bedminster
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07921
City Area Code	908
Local Phone Number	234-0700
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Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Security 12b Title	Common
Trading Symbol	PGC
Security Exchange Name	NASDAQ