0001193125-22-202816.txt : 20220727 0001193125-22-202816.hdr.sgml : 20220727 20220727092259 ACCESSION NUMBER: 0001193125-22-202816 CONFORMED SUBMISSION TYPE: 8-A12B PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220727 DATE AS OF CHANGE: 20220727 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ECB Bancorp, Inc. /MD/ CENTRAL INDEX KEY: 0001914605 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTIONS, NOT FEDERALLY CHARTERED [6036] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-A12B SEC ACT: 1934 Act SEC FILE NUMBER: 001-41456 FILM NUMBER: 221109178 BUSINESS ADDRESS: STREET 1: 419 BROADWAY CITY: EVERETT STATE: MA ZIP: 02149 BUSINESS PHONE: (617) 387-1110 MAIL ADDRESS: STREET 1: 419 BROADWAY CITY: EVERETT STATE: MA ZIP: 02149 8-A12B 1 d370957d8a12b.htm 8-A12B 8-A12B

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-A

 

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR (g) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

 

ECB Bancorp, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Maryland   88-1502079

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification No.)

 

419 Broadway  
Everett, Massachusetts   02149
(Address of principal executive offices)   (Zip Code)

Securities to be registered pursuant to Section 12(b) of the Act:

 

Common Stock, $0.01 par value per share   The Nasdaq Stock Market, LLC
(Title of each class to be so registered)   (Name of each exchange on which
  each class is to be registered)

 

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box.  ☒

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box.  ☐

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box.  ☐

Securities Act registration statement or Regulation A offering statement file number to which this form relates (if applicable): 333-263449

Securities to be registered pursuant to Section 12(g) of the Act:

N/A

(Title of class)

 

 

 


Item 1. Description of Registrant’s Securities to be Registered.

For a description of the Registrant’s securities to be registered, reference is made to the sections “Description of Capital Stock” and “Market for the Common Stock” in the Prospectus contained in the Registrant’s Registration Statement on Form S-1 (File No. 333-263449), initially filed on March 10, 2022, and subsequently amended, including the Prospectus Supplement dated June 21, 2022 (the “Form S-1”), which sections are hereby incorporated by reference. For a description of the provisions of the Registrant’s Articles of Incorporation and Bylaws that may render a change in control of the Registrant more difficult, reference is made to the sections “Restrictions on the Acquisition of ECB Bancorp” and “Description of Capital Stock” contained in such Prospectus, which sections are incorporated herein by reference.

Item 2. Exhibits.

 

1.

Articles of Incorporation of Registrant (incorporated by reference to Exhibit 3.1 of the Form S-1).

 

2.

Bylaws of Registrant (incorporated by reference to Exhibit 3.2 of the Form S-1).

 

3.

Specimen Certificate for Common Stock (incorporated by reference to Exhibit 4 of the Form S-1).


SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

    ECB BANCORP, INC.
Date: July 27, 2022     By:  

/s/ Richard J. O’Neil, Jr.

      Richard J. O’Neil, Jr.
      President and Chief Executive Officer