Current Report Filing (8-k)
June 30 2022 - 5:28PM
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2022-06-29
2022-06-29
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2022-06-29
2022-06-29
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2022-06-29
2022-06-29
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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): June
29, 2022
BM TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware |
|
001-38633 |
|
82-3410369 |
(State or other jurisdiction
of incorporation) |
|
(Commission File Number) |
|
(IRS Employer
Identification No.) |
201 King of Prussia Road, Suite 350
Wayne, PA 19087
(Address of principal executive offices, including
zip code)
Registrant’s telephone number, including
area code: (877) 327-9515
(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) |
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☐ |
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ |
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 (§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.
Securities registered pursuant to Section 12(b)
of the Act:
Title of each class |
|
Trading Symbol(s) |
|
Name of each exchange on which registered |
Class A Common Stock |
|
BMTX |
|
NYSE American LLC |
Warrants to purchase Class A Common Stock |
|
BMTX.W |
|
NYSE American LLC |
Item 1.02 Termination of a Material Definitive
Agreement.
On June 29, 2022, BM
Technologies, Inc. (the “Company”) received written notice that Customers Bank does not intend to renew the Deposit
Processing Services Agreement (the “Agreement”), dated January 4, 2021, between the Company and Customers Bank..
The 180-day notice was given in accordance with the terms of the Agreement, as a result of which the Agreement will terminate
effective December 31, 2022. The Agreement was previously described in Item 1.01 of the Company’s Current Report on Form 8-K,
dated January 4, 2021, and filed on January 8, 2021, which description is hereby incorporated by reference.
This formal notification is
consistent with management’s expectations; as discussed in the Company’s Annual Report on Form 10-K, dated December 31, 2021,
and filed on May 10, 2022, the Company is considering multiple strategic alternatives including internalizing services upon closing of
the previously announced merger with First Sound Bank or negotiating a new deposit servicing agreement with new or existing bank partners
after December 31, 2022 at then current market rates and conditions.
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.
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BM Technologies, Inc. |
|
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Dated: June 30, 2022 |
By: |
/s/ Luvleen Sidhu |
|
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Luvleen Sidhu |
|
|
Chief Executive Officer |
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