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): May 1, 2015 (April 29, 2015)
SB FINANCIAL GROUP, INC.
(Exact name of registrant as specified in its charter)
Ohio | 0-13507 | 34-1395608 | ||
(State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS Employer Identification No.) |
401 Clinton Street, Defiance, Ohio 43512
(Address of principal executive offices) (Zip Code)
(419) 783-8950
(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:
☐ 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 7.01. Regulation FD Disclosure.
On May 1, 2015, SB Financial Group, Inc. issued a press release announcing that its Board of Directors had declared a quarterly shareholder dividend of $0.05 per share. The dividend is payable on May 29, 2015 to all shareholders of record as of May 15, 2015.
The information on this item 7.01, including Exhibit 99.2 furnished herewith, is being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall such information be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as otherwise stated in such filing.
Item 9.01 Financial Statements and Exhibits.
(a) Not Applicable
(b) Not Applicable
(c) Not Applicable
(d) Exhibits
Exhibit No. | Description | |
99.1 | Press release issued by SB Financial Group, Inc. on May 1, 2015, announcing a quarterly shareholder dividend. |
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.
SB FINANCIAL GROUP, INC. | ||
Dated: May 1, 2015 | By: | /s/ Anthony V. Cosentino |
Anthony V. Cosentino Executive Vice President and Chief Financial Officer |
INDEX TO EXHIBITS
Current Report on Form 8-K
Dated May 1, 2015
SB Financial Group, Inc.
Exhibit No. | Description | |
99.1 | Press release issued by SB Financial Group, Inc. on May 1, 2015, announcing a quarterly shareholder dividend. |
EXHIBIT 99.1
Investor Contact Information:
Anthony V. Cosentino
Executive Vice President
Chief Financial Officer
Tony.Cosentino@YourStateBank.com
SB Financial Group Declares Quarterly Cash Dividend
on Common Stock of $0.05 Cents
Defiance, OH, May 1, 2015 – SB Financial Group (NASDAQ: SBFG) ("SB Financial") announced today that its board of directors passed a resolution declaring a quarterly cash dividend of $0.05 per common share, payable on May 29, 2015, to shareholders of record as of May 15, 2015.
“We are quite pleased to return to our shareholders a common dividend of $0.05 a share representing a $0.01 increase over the second quarter of 2014 and collectively, for the last four quarters, $0.18 per share or a 29 percent over the previous four quarters.” said Mark Klein, Chairman, President and Chief Executive Officer of SB Financial.
About SB Financial Group
Headquartered in Defiance, Ohio, SB Financial Group, Inc. is a diversified financial services holding company with two wholly-owned operating subsidiaries: State Bank and RDSI. State Bank provides a full range of financial services for consumers and small businesses, including wealth management, mortgage banking and commercial and agricultural lending, operating through 16 banking centers in eight northwestern Ohio counties and one center in Fort Wayne, Indiana, as well as two loan production offices located in Columbus, Ohio, and one in Angola, Indiana. RDSI provides item processing services to community banks located primarily in the Midwest. SB Financial’s common stock is listed on the NASDAQ Capital Market under the symbol “SBFG”. SB Financial’s depository shares, each representing a 1/100th interest in our preferred shares, Series A are listed on the NASDAQ Capital Market under the symbol “SBFGP”.
Forward-Looking Statements
Certain statements within this document, which are not statements of historical fact, constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties and actual results may differ materially from those predicted by the forward-looking statements. These risks and uncertainties include, but are not limited to, risks and uncertainties inherent in the national and regional banking industry, changes in economic conditions in the market areas in which SB Financial and its subsidiaries operate, changes in policies by regulatory agencies, changes in accounting standards and policies, changes in tax laws, fluctuations in interest rates, demand for loans in the market areas in SB Financial and its subsidiaries operate, increases in FDIC insurance premiums, changes in the competitive environment, losses of significant customers, geopolitical events, the loss of key personnel and other risks identified in SB Financial’s Annual Report on Form 10-K and documents subsequently filed by SB Financial with the Securities and Exchange Commission. Forward-looking statements speak only as of the date on which they are made, and SB Financial undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made, except as required by law. All subsequent written and oral forward-looking statements attributable to SB Financial or any person acting on its behalf are qualified by these cautionary statements.