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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):  7/16/2021

 

 

UMB FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Commission File Number: 001-38481

 

MO

  

43-0903811

(State or other jurisdiction of

  

(IRS Employer

incorporation)

  

Identification No.)

 

1010 Grand Blvd., Kansas City, MO 64106

(Address of principal executive offices, including zip code)

 

(816) 860-7000

(Registrant’s telephone number, including area code)

 

(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 13c-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 each exchange on which registered

Common Stock, $1.00 Par Value

UMBF

The NASDAQ Global Select 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 5.04Temporary Suspension of Trading Under Registrant’s Employee Benefit Plans.

 

On July 16, 2021, UMB Financial Corporation (the “Company”) sent a notice to its directors and executive officers (the “Notice”) informing them of an upcoming blackout period (the “Blackout Period”) for all shares of common stock of the Company held in the UMB Profit Sharing and 401(k) Savings and ESOP Plan (the “Plan”).  The Blackout Period is necessary in connection with the replacement of the trustee/custodian for the Plan. A copy of the Notice is attached hereto as Exhibit 99.1 and incorporated herein by reference.

 

The Blackout Period is expected to begin on August 12, 2021 at 4pm EST and end during the week beginning August 16, 2021.  During the Blackout Period, participants will not be able to make: (i) investment election changes for either existing account balances or future contributions; (ii) contribution rate changes, or (iii) loan, distribution, or withdrawal requests. The Notice additionally informed the directors and executive officers that, during the Blackout Period, they will be prohibited from engaging in certain transactions involving the Company’s equity securities.


During the Blackout Period and for the two-year period following the ending date of the Blackout Period, Company shareholders or other interested parties may obtain, without charge, the actual beginning and ending dates of the Blackout Period from, and may direct other inquiries about the Blackout Period to, Mr. John Pauls, UMB Financial Corporation, 1010 Grand Boulevard, Kansas City, MO 64106, telephone number (816) 860-7889.

 

 

Item 9.01 Financial Statements and Exhibits

 

99.1

Notice to Directors and Executive Officers of UMB Financial Corporation Concerning Blackout

 

104

The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

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.

 

UMB FINANCIAL CORPORATION

 

 

By:

 

 

/s/ Ram Shankar

 

Ram Shankar

Chief Financial Officer

Date: July 16, 2021

 

 

 

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