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OCFC OceanFirst Financial

 

 

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): April 29, 2020

 

OCEANFIRST FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

 

Delaware

 

001-11713

 

22-3412577

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File No.)

 

(IRS Employer

Identification No.)

110 West Front Street, Red Bank, New Jersey 07701

(Address of principal executive offices, including zip code)

(732)240-4500

(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:

 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 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

 

Name of each exchange

in which registered

Common stock, $0.01 par value per share

 

OCFC

 

NASDAQ

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.  

 

 


ITEM 8.01OTHER EVENTS

On April 29, 2020, OceanFirst Financial Corp. (the “Company”) filed a preliminary prospectus supplement for an underwritten public offering of the Company’s fixed-to-floating rate subordinated notes due 2030 (the “Notes”).

A copy of the investor presentation being used in connection with the offering of the Notes is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

The offering of Notes is being made pursuant to the Company’s effective shelf registration statement on Form S-3 (Registration No. 333-237356) previously filed with the Securities and Exchange Commission. Any offer or sale of the Notes will be made only by means of a prospectus supplement relating to the offering and the accompanying prospectus.

ITEM 9.01FINANCIAL STATEMENTS AND EXHIBITS
     
 

(d)

  

EXHIBITS

     
 

99.1

  

Investor Presentation dated April 2020.

     
 

104

  

Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).


EXHIBIT INDEX

Exhibit

    No.    

  

Description of Exhibit

     
 

99.1

  

Investor Presentation dated April 2020.

     
 

104

  

Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).


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.

 

 

 

OCEANFIRST FINANCIAL CORP.

       

Dated: April 29, 2020

 

 

 

/s/ Michael J. Fitzpatrick

 

 

 

Michael J. Fitzpatrick

 

 

 

Executive Vice President and Chief Financial Officer