0000700564-17-000044.txt : 20171120 0000700564-17-000044.hdr.sgml : 20171120 20171120162901 ACCESSION NUMBER: 0000700564-17-000044 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20171120 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20171120 DATE AS OF CHANGE: 20171120 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FULTON FINANCIAL CORP CENTRAL INDEX KEY: 0000700564 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 232195389 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-10587 FILM NUMBER: 171214083 BUSINESS ADDRESS: STREET 1: ONE PENN SQ STREET 2: PO BOX 4887 CITY: LANCASTER STATE: PA ZIP: 17604 BUSINESS PHONE: 7172912411 MAIL ADDRESS: STREET 1: ONE PENN SQ STREET 2: PO BOX 4887 CITY: LANCASTER STATE: PA ZIP: 17604 8-K 1 a8-k11202017.htm 8-K Document


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):
November 20, 2017

Fulton Financial Corporation
(Exact name of Registrant as specified in its Charter)

Pennsylvania
0-10587
23-2195389
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification Number)
One Penn Square
Lancaster, Pennsylvania
 
17604
(Address of principal executive offices)
 
(Zip Code)
Registrant's telephone number, including area code: 717-291-2411
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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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 7.01 - Regulation FD Disclosure.
On November 20, 2017, Fulton Financial Corporation (“Fulton”) announced that its Board of Directors has authorized the payment of a special cash dividend of three cents per share on its common stock.  The special dividend is payable on December 15, 2017 to shareholders of record as of December 1, 2017. Fulton also announced that its Board of Directors has approved the extension, through December 31, 2018, of its previously announced share repurchase program. Fulton’s Board of Directors originally approved the current share repurchase program in October 2015. Under the program, Fulton was authorized to repurchase of up to $50 million of Fulton’s common stock through December 31, 2017. On November 20, 2017, Fulton issued a press release announcing the special cash dividend and the extension of the share repurchase program, which is attached hereto as Exhibit 99.1 and incorporated herein by reference.

The information in this Form 8-K provided under Item 7.01, including all exhibits attached hereto, is being furnished and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be deemed incorporated by reference in any filing of Fulton under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference in such filing.



Item 9.01 - Financial Statements and Exhibits.

(d) Exhibits
 
 
Exhibit No.
Description
 
Press Release dated November 20, 2017



























SIGNATURE
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.
Date: November 20, 2017
FULTON FINANCIAL CORPORATION

 
By:  /s/ Philmer H. Rohrbaugh                     
 
       Philmer H. Rohrbaugh
 
       Senior Executive Vice President,
 
       Chief Operating Officer and
 
       Chief Financial Officer




EX-99.1 2 exhibit991-11202017.htm PRESS RELEASE DATED NOVEMBER 20, 2017 Exhibit


Exhibit 99.1

FULTON FINANCIAL
CORPORATION

FOR IMMEDIATE RELEASE            Contact:    Stacey Karshin
Office:     717-291-2739



Fulton Financial Corporation declares special cash dividend, extends timeframe for stock repurchase program

(November 20, 2017) - LANCASTER, PA - Fulton Financial Corporation (Nasdaq: FULT) today announced that its Board of Directors has authorized the payment of a special cash dividend of three cents per share on its common stock. The special dividend is payable on December 15, 2017, to shareholders of record as of December 1, 2017.
Fulton paid quarterly cash dividends of ten cents per share in the first quarter of 2017 and eleven cents per share in each of the three subsequent quarters in 2017. The Board of Directors is expected to consider the next quarterly cash dividend at its December 2017 meeting.
Fulton also announced that its Board of Directors has extended the timeframe for its stock repurchase program announced in October 2015 from December 31, 2017, to December 31, 2018.
The stock repurchase program authorizes Fulton to repurchase up to an aggregate of $50 million of Fulton’s outstanding common stock. To date, approximately $18.5 million of Fulton’s common stock has been repurchased under the repurchase program, with a remaining authorization of up to $31.5 million of common stock that may be repurchased under the program through December 31, 2018.
As permitted by securities laws and other legal requirements and subject to market conditions and other factors, purchases may be made from time to time in open market or





privately negotiated transactions, including without limitation, through accelerated share repurchase transactions. The repurchase program may be discontinued at any time.
Fulton Financial Corporation, a $20 billion Lancaster, Pa.-based financial holding company, has more than 3,700 employees and operates more than 240 branches in Pennsylvania, Maryland, Delaware, New Jersey and Virginia through six subsidiary banks.
Additional information on Fulton Financial Corporation can be found at www.fult.com.

Safe Harbor Statement
    
This news release may contain forward-looking statements with respect to Fulton Financial Corporation’s financial condition, results of operations and business. Do not unduly rely on forward-looking statements. Forward-looking statements can be identified by the use of words such as "may," "should," "will," "could," "estimates," "predicts," "potential," "continue," "anticipates," "believes," "plans," "expects," "future," "intends" and similar expressions which are intended to identify forward-looking statements. These forward-looking statements are not guarantees of future performance and are subject to risks and uncertainties, some of which are beyond Fulton's control and ability to predict, that could cause actual results to differ materially from those expressed in the forward-looking statements.

A discussion of certain risks and uncertainties affecting Fulton, and some of the factors that could cause Fulton's actual results to differ materially from those described in the forward-looking statements, can be found in the sections entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in Fulton’s Annual Report on Form 10-K for the year ended December 31, 2016, and Quarterly Reports on Form 10-Q for the quarters ended March 31, 2017, June 30, 2017, and September 30, 2017, which have been filed with the Securities and Exchange Commission and are available in the Investor Relations section of Fulton's website (www.fult.com) and on the Securities and Exchange Commission's website (www.sec.gov). Fulton undertakes no obligation, other than as required by law, to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.