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
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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 7.01Regulation FD Disclosure
On November 16, 2022, C&F Financial Corporation (the Corporation) issued a news release announcing the Board of Directors declared a cash dividend payable January 1, 2023 and authorized a share repurchase program, as further described in Item 8.01 of this Current Report on Form 8-K. A copy of the Corporation’s news release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01.
Item 8.01Other Events
On November 15, 2022, the Board of Directors of the Corporation authorized a program, effective December 1, 2022, to repurchase up to $10.0 million of the Corporation’s common stock through December 31, 2023. Repurchases under the program may be made through privately negotiated transactions or open market transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Securities Exchange Act of 1934, as amended, and shares repurchased will be returned to the status of authorized and unissued shares of common stock. The timing, number and purchase price of shares repurchased under the program, if any, will be determined by management in its discretion and will depend on a number of factors, including the market price of the shares, general market and economic conditions, applicable legal requirements and other conditions, and there is no assurance that the Corporation will purchase any shares under the program. The Corporation’s previous share repurchase program will expire on November 30, 2022.
Item 9.01Financial Statements and Exhibits
(d)Exhibits
99.1 | C&F Financial Corporation news release dated November 16, 2022 |
104 Cover Page Interactive Data File (formatted as inline XBRL and contained in
Exhibit 101)
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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.
| C&F FINANCIAL CORPORATION | ||||
(Registrant) | |||||
Date: | November 16, 2022 | By: | /s/ Jason E. Long | ||
Jason E. Long | |||||
Chief Financial Officer and Secretary |
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EXHIBIT 99.1
Wednesday, November 16, 2022
Contact: Jason Long, CFO and Secretary
(804) 843-2360
C&F Financial Corporation
Declares Quarterly Dividend and
Authorizes Share Repurchase Program
Toano, VA -- The board of directors of C&F Financial Corporation (NASDAQ:CFFI) (the Corporation) has declared a regular cash dividend of 42 cents per common share, which is payable January 1, 2023 to shareholders of record on December 15, 2022. The board of directors of the Corporation continually reviews the amount of cash dividends per share and the resulting dividend payout ratio in light of changes in economic conditions, current and future capital requirements, and expected future earnings.
In addition, the board of directors has authorized a program, effective December 1, 2022, to repurchase up to $10 million of the Corporation’s common stock through December 31, 2023. Repurchases under the program may be made through privately negotiated transactions or open market transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Securities Exchange Act of 1934, as amended, and shares repurchased will be returned to the status of authorized and unissued shares of common stock. The timing, number and purchase price of shares repurchased under the program, if any, will be determined by management in its discretion and will depend on a number of factors, including the market price of the shares, general market and economic conditions, applicable legal requirements and other conditions, and there is no assurance that the Corporation will purchase any shares under the program. The Corporation’s previous share repurchase program was last authorized by the board of directors in November 2021 for the repurchase of up to $10 million of the Corporation’s common stock and will expire on November 30, 2022. Under that program, beginning in December 2021, the Corporation has repurchased 85,574 shares of its common stock for an aggregate cost of $4.4 million.
About C&F
C&F Bank operates 30 banking offices and four commercial loan offices located throughout eastern and central Virginia and offers full wealth management services through its subsidiary C&F Wealth Management, Inc. C&F Mortgage Corporation, and
its subsidiary C&F Select LLC provide mortgage loan origination services through offices located in Virginia, Maryland, North Carolina, South Carolina, and West Virginia. C&F Finance Company provides automobile, marine and RV loans through indirect lending programs offered in Alabama, Colorado, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Maryland, Minnesota, Missouri, New Jersey, North Carolina, Ohio, Pennsylvania, South Carolina, Tennessee, Texas, Virginia, and West Virginia from its headquarters in Richmond, Virginia.
Additional information regarding the Corporation’s products and services, as well as access to its filings with the Securities and Exchange Commission, are available on the Corporation’s website at http://www.cffc.com.
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Document and Entity Information |
Nov. 15, 2022 |
---|---|
Document and Entity Information [Abstract] | |
Document Type | 8-K |
Document Period End Date | Nov. 15, 2022 |
Securities Act File Number | 000-23423 |
Entity Registrant Name | C & F FINANCIAL CORPORATION |
Entity Incorporation, State or Country Code | VA |
Entity Tax Identification Number | 54-1680165 |
Entity Address, Address Line One | 3600 La Grange Parkway |
Entity Address, City or Town | Toano |
Entity Address, State or Province | VA |
Entity Address, Postal Zip Code | 23168 |
City Area Code | 804 |
Local Phone Number | 843-2360 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, $1.00 par value per share |
Trading Symbol | CFFI |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
Entity Central Index Key | 0000913341 |
Amendment Flag | false |
N-2 |
Nov. 15, 2022 |
---|---|
Cover [Abstract] | |
Entity Central Index Key | 0000913341 |
Amendment Flag | false |
Securities Act File Number | 000-23423 |
Document Type | 8-K |
Entity Registrant Name | C & F FINANCIAL CORPORATION |
Entity Address, Address Line One | 3600 La Grange Parkway |
Entity Address, City or Town | Toano |
Entity Address, State or Province | VA |
Entity Address, Postal Zip Code | 23168 |
City Area Code | 804 |
Local Phone Number | 843-2360 |
Entity Emerging Growth Company | false |
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