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): November 2, 2020 (October 30, 2020)
South Plains Financial, Inc.
(Exact name of registrant as specified in its charter)
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Texas
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001-38895
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75-2453320
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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5219 City Bank Parkway
Lubbock, Texas
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79407
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(Address of principal executive offices)
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(Zip Code)
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(806) 792-7101
(Registrant’s telephone number, including area code)
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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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))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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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, par value $1.00 per share
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SPFI
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The Nasdaq Stock Market LLC
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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 (§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.
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On October 30, 2020, the Board of Directors (the “Board”) of South Plains Financial, Inc. (the “Company”) approved the resumption of the Company’s stock repurchase
program (the “Program”). The Program commenced in March 2020 but repurchases under the Program were temporarily suspended by the Board in April 2020 in light of the uncertainties presented by the COVID-19 pandemic and surrounding events. At the
time that the Program was temporarily suspended, the Company had repurchased 4,700 shares under the Program totaling approximately $61,000. The Program authorized the Company’s repurchase of up to $10 million of the Company’s outstanding common
stock. The Board has also extended the expiration date of the Program from April 15, 2021 until November 5, 2021, subject to certain limitations and conditions. A copy of the Company’s press release
announcing the Program is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Under the Program, the Company may repurchase shares of common stock from time to time in open market purchases or privately negotiated transactions. Any open market repurchases
will be conducted in accordance with the limitations set forth in Rule 10b-18 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and other applicable legal requirements. Repurchases may also be made pursuant to
a trading plan under Rule 10b5-1 under the Exchange Act, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so because of self-imposed trading blackout periods or other regulatory restrictions. The
extent to which the Company repurchases its shares, and the timing of such repurchases, will depend upon a variety of factors, including the performance of the Company’s stock price, general market and economic conditions, regulatory requirements,
availability of funds, and other relevant considerations, as determined by the Company. There is no assurance that the Company will repurchase any shares under the Program, and the Company may, in its discretion, begin or terminate repurchases at
any time prior to the Program’s expiration, without any prior notice.
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Financial Statements and Exhibits.
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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.
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SOUTH PLAINS FINANCIAL, INC.
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Dated: November 2, 2020
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By:
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/s/ Curtis C. Griffith
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Curtis C. Griffith
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Chairman and Chief Executive Officer
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Exhibit 99.1
South Plains Financial, Inc. Announces Resumption of Share Repurchase Program
LUBBOCK, Texas, November 2, 2020 (GLOBE NEWSWIRE) – South Plains Financial, Inc. (NASDAQ:SPFI) (“South Plains” or the “Company”), the parent company of City Bank, today announced that the board of directors of the
Company (the “Board”) authorized the resumption of its share repurchase program. The share repurchase program commenced in March of 2020 and allows for the repurchase of up to $10 million of the Company’s common stock. Repurchases under the share
repurchase program were temporarily suspended by the Board in April of 2020 in light of the uncertainties presented by the COVID-19 pandemic and surrounding events. To date, the Company has repurchased 4,700 shares of common stock totaling
approximately $61,000 of the $10.0 million authorized for repurchase under the stock repurchase program. The expiration of the share repurchase program was also extended from April 15, 2021 until November 5, 2021.
Repurchases under the share repurchase program may be made from time to time at the Company’s discretion in open market transactions, through block trades, in privately negotiated transactions, and pursuant to any
trading plan that may be adopted by the Company’s management in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended, or otherwise. The timing and actual number of shares that may be repurchased by the Company will depend
on a variety of factors including price, corporate and regulatory requirements, market conditions, and other corporate liquidity requirements and priorities. The share repurchase program does not obligate the Company to acquire a specific dollar
amount or number of shares and may be modified, suspended or discontinued by the Board at any time prior to the expiration date.
About South Plains Financial, Inc.
South Plains is the bank holding company for City Bank, a Texas state-chartered bank headquartered in Lubbock, Texas. City Bank is one of the largest independent banks in West Texas and has additional banking
operations in the Dallas, El Paso, Greater Houston, the Permian Basin, and College Station Texas markets and the Ruidoso and Eastern New Mexico markets. South Plains provides a wide range of commercial and consumer financial services to small and
medium-sized businesses and individuals in its market areas. Its principal business activities include commercial and retail banking, along with insurance, investment, trust and mortgage services. Please visit https://www.spfi.bank for more
information.
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Contact:
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Mikella Newsom, Chief Risk Officer and Secretary
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investors@city.bank
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(866) 771-3347
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Source: South Plains Financial, Inc.
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