8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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):

January 28, 2016

Independent Bank Group, Inc.

(Exact Name of Registrant as Specified in Charter)

Texas	001-35854	13-4219346
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1600 Redbud Boulevard, Suite 400

McKinney, TX 75069-3257

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code:

(972) 562-9004

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))

Item 8.01.    Other Events.

On February 1, 2016, Independent Bank Group, Inc. publicly disseminated a press release announcing that its Board of Directors had renewed the Company’s share repurchase program. The program, which was first established in January 2015 and expired on December 31, 2015, authorizes the repurchase of up to $30 million of the Company’s common stock. A copy of the press release is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

Item 9.01.    Financial Statements and Exhibits.

(d)    Exhibits.

The following exhibit is furnished as an exhibit to this Current Report on Form 8-K:

Exhibit No.	Description
Exhibit 99.1	Press Release issued by Independent Bank Group, Inc., dated February 1, 2016, announcing the renewal of its share repurchase program.

2

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.

Dated: February 1, 2016

INDEPENDENT BANK GROUP, INC.

(Registrant)

By:	/s/ David R. Brooks
Name:	David R. Brooks
Title:	Chairman of the Board and Chief Executive Officer

EXHIBIT INDEX

Exhibit 99.1 Press Release issued by Independent Bank Group, Inc., dated February 1, 2016, announcing the renewal of its share repurchase program.

EX-99.1

Exhibit 99.1

Press Release

For Immediate Release

Independent Bank Group Announces

Renewal of Share Repurchase Program

McKinney, Texas, February 1, 2016/GlobeNewswire/--Independent Bank Group, Inc. (NASDAQ:IBTX), the holding company for Independent Bank, today announced that the Board of Directors has renewed the Company’s stock repurchase program. The program authorizes the repurchase by the Company of up to $30 million of its common stock in open market transactions from time to time or through privately negotiated transactions, at the Company’s discretion.

The repurchase program is authorized to continue through December 31, 2016. The timing and amount of any share repurchases will depend on a variety of factors, including the trading price of the Company’s common stock, securities laws restrictions including but not limited to compliance with blackout periods, regulatory requirements, potential alternative uses for capital, and market and economic conditions. The Company intends to fund any repurchases through its consolidated earnings and borrowings under its revolving credit facility. Repurchased shares will be canceled and returned to unissued status. The repurchase program does not obligate the Company to acquire any particular amount of shares, and the repurchase program may be modified, suspended or discontinued at any time, at the Company’s discretion.

About Independent Bank Group

Independent Bank Group, through its wholly owned subsidiary, Independent Bank, provides a wide range of relationship-driven commercial banking products and services tailored to meet the needs of businesses, professionals and individuals. Independent Bank Group operates 42 banking offices in three market regions located in the Dallas/Fort Worth, Austin and Houston, Texas areas.

Contacts:

Analysts/Investors:

Torry Berntsen President and Chief Operating Officer (972) 562-9004 tberntsen@ibtx.com Michelle Hickox Executive Vice President and Chief Financial Officer (972) 562-9004 mhickox@ibtx.com

Media:

Robb Temple

Executive Vice President and Chief Administrative Officer

(972) 562-9004

rtemple@ibtx.com

Source: Independent Bank Group, Inc.