UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
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(State or Other Jurisdiction of Incorporation) |
| (Commission File No.) |
| (I.R.S. Employer Identification No.) |
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(Address of Principal Executive Offices) |
| (Zip Code) |
Registrant’s telephone number, including area code:(
Not Applicable
(Former name or former address, if changed since last report)
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)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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| Name of each exchange on which registered |
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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 1.01 | Entry into a Material Definitive Agreement |
On November 7, 2022, Presence Bank (the “Bank”), a wholly owned subsidiary of PB Bankshares, Inc. entered into a Purchase Agreement (the “Purchase Agreement”) with 185 E Lincoln HWY, a Pennsylvania limited liability general partnership (the “Purchaser”), to sell its corporate headquarters and branch office located at 185 East Lincoln Highway, Coatesville, Pennsylvania. The purchase price of $950,000 will be payable to the Bank at closing. The Purchase Agreement contains customary representations and warranties that the Bank and the Purchaser have made to each other as of specific dates. The Purchase Agreement is also subject to customary closing conditions, including financing for the Purchaser, title insurance and inspection. A condition of the Purchase Agreement is the Bank will lease a portion of the property from the Purchaser for its corporate headquarters and branch office after the closing.
A copy of the Purchase Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference. The foregoing summary description of the Purchase Agreement is qualified in its entirety by the terms of the Purchase Agreement.
Item 9.01 | Financial Statements and Exhibits |
(a) |
| Financial statements of businesses acquired. None. | ||
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(b) |
| Pro forma financial information. None. | ||
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(c) |
| Shell company transactions: None. | ||
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(d) |
| Exhibits. | ||
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| 10.1* |
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| 104 |
| Cover Page Interactive Data File (embedded within the Inline XBRL document) |
* Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule or exhibit will be furnished to the SEC upon request; provided, however, that the parties may request confidential treatment pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, for any document so furnished.
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.
PB BANKSHARES, INC. | ||
DATE: November 10, 2022 | By: | /s/ Lindsay Bixler |
Lindsay Bixler | ||
Executive Vice President and Chief Financial Officer | ||