8-K 1 cfbk-20191028x8k.htm 8-K 8-k cover page earnings release 93019

 

 





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): October 28, 2019





CENTRAL FEDERAL CORPORATION

(Exact name of registrant as specified in its charter)







 

 

Delaware

0-25045

34-1877137

(State or other jurisdiction of

(Commission

(IRS Employer

incorporation)

File Number)

Identification Number)



 

 



 

 

7000 N. High Street, Worthington, Ohio

43085

(614) 334-7979

(Address of principal executive offices)

(Zip Code)

 (Registrant’s Telephone Number)









(former name or former address, if changed since last report)



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 Stock, $.01 par value

CFBK

The NASDAQ Capital Market



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:

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.

 

 


 

 





Item 2.02.  Results of Operations and Financial Condition.



On October 28, 2019, Central Federal Corporation (the “Company”) issued a press release announcing financial results for the quarter ended September 30, 2019.  A copy of this press release is included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 8.01.  Other Events.



On October 28, 2019, the Company issued a press release announcing that the Company had entered into an agreement to issue up to $25 million in common stock and convertible preferred stock of the Company in a private placement to institutional and other accredited investors. A copy of this press release is included as Exhibit 99.2 to this Current Report on Form 8-K and incorporated by reference herein



Item 9.01.  Financial Statements and Exhibits





 


 

 





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.







 

 

 



 

 

Central Federal Corporation



 

 

 

Date:  October 28,  2019

 

By:

/s/ John W. Helmsdoerfer



 

 

John W. Helmsdoerfer, CPA



 

 

Treasurer and Chief Financial Officer