Current Report Filing (8-k)
October 30 2020 - 04:56PM
Edgar (US Regulatory)
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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): October 30,
2020
DIME COMMUNITY BANCSHARES, INC.
(Exact name of the registrant as specified in its charter)
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Delaware
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000-27782
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11-3297463
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(IRS
Employer
Identification No.)
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300 Cadman
Plaza West, 8th Floor
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|
|
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Brooklyn,
New
York
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11201
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(Address of
principal executive offices)
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(Zip
Code)
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(718)
782-6200
(Registrant’s telephone number)
N/A
(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:
☒
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Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
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☐
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Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
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☐
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Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4c)
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Title of each
class
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Trading
Symbol(s)
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Name of each
exchange on which registered
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Common Stock, $0.01 Par
Value
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DCOM
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The NASDAQ
Stock Market
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Preferred Stock, Series A, $0.01
Par Value
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DCOMP
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The NASDAQ
Stock Market
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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 (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. ☐
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Item 7.01 |
Regulation FD
Disclosure
|
On October 30, 2020, Dime Community Bancshares, Inc. (the
“Registrant”) and Bridge Bancorp, Inc. (“Bridge”) issued a joint
press release announcing receipt of the required regulatory
approval from the Board of Governors of the Federal Reserve System
to merge Dime Community Bank, the Registrant’s wholly-owned
subsidiary, with and into BNB Bank, the wholly-owned subsidiary of
Bridge. The text of the press release is included as Exhibit
99.1 to this report and is incorporated herein by reference.
The information in this Current Report on Form 8-K, including the
exhibit attached hereto, is being furnished and shall not be
deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the “Exchange Act”), or
otherwise subject to the liabilities of such section. The
information in this Current Report on Form 8-K, including the
exhibit, shall not be incorporated by reference into any filing
under the Securities Act of 1933, as amended, or the Exchange Act,
regardless of any incorporation by reference language in any such
filing, unless the Registrant expressly sets forth in such future
filing that such information is to be considered “filed” or
incorporated by reference therein.
The information set forth under Item 7.01 of this Current Report on
Form 8-K is incorporated by reference in this Item 8.01.
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Item 9.01 |
Financial Statements and
Exhibits
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| |
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Press release of the Registrant, dated October 30, 2020,
announcing receipt of required Bank level regulatory merger
approval
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104.1
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Cover Page for this Current Report on Form 8-K, formatted in Inline
XBRL
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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.
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Dime Community Bancshares, Inc.
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(Registrant)
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/s/ AVINASH REDDY
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Avinash Reddy
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Senior Executive Vice President & Chief Financial
Officer
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(Principal Financial Officer)
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Dated: October 30, 2020
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