UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) |
March 11, 2020 |
|
Southern First Bancshares,
Inc. |
| (Exact name of registrant as specified in its
charter) |
| South
Carolina |
| (State or other jurisdiction of incorporation) |
|
|
000-27719 |
|
|
58-2459561 |
|
| |
(Commission File Number) |
|
|
(IRS Employer Identification No.) |
|
| |
|
100 Verdae Boulevard, Suite
100, Greenville, SC |
|
|
29607 |
|
| (Address of principal executive offices) |
(Zip Code) |
| (864)
679-9000 |
| (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 (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 (17CFR
240.14d-2(b)) |
| |
|
|
| ☐ |
|
Pre-commencement communications
pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c)) |
Securities registered
pursuant to Section 12(b) of the Act:
|
Title of each class |
Trading Symbol(s) |
Name of exchange on which
registered |
|
Common stock, par value $0.01 per
share |
SFST |
The Nasdaq Stock Market (Global
Market) |
Indicate by
check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
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
8.01 Other Events.
The
Board of Directors of Southern First Bancshares, Inc. (the
"Company") announced the authorization for the repurchase of up to
383,650 shares, or approximately 5%, of the Company’s common stock
under a share repurchase plan.
Under
the repurchase plan, the Company may repurchase shares from time to
time by means of, among other means, open market purchases and in
solicited and unsolicited privately negotiated transactions. The
actual means and timing of any purchases, quantity of purchased
shares and prices will be, subject to certain limitations, at the
discretion of management and will depend on a number of factors,
including the market price of the Company’s common stock, share
issuances under Company equity plans, general market and economic
conditions, and applicable legal and regulatory
requirements.
The
Company’s management believes the repurchase plan, depending upon
market and business conditions, may, among other things, provide
capital management opportunities for the Company. The Company is
not obligated to repurchase any such shares under the repurchase
plan. The repurchase plan may be discontinued, suspended or
restarted at any time; however, repurchases under the share
repurchase program after December 31, 2020 would require additional
Board of Directors and Federal Reserve approval.
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.
| SOUTHERN FIRST BANCSHARES, INC. |
| |
| |
| By: |
/s/ Michael
D. Dowling |
| Name: |
Michael D. Dowling |
| Title: |
Chief Financial
Officer |
March 11,
2020
