Attached files
| file | filename |
|---|---|
| EX-99.1 - EXHIBIT 99.1 - Community Bankers Trust Corp | tm2018373d1_ex99-1.htm |
| EX-3.1 - EXHIBIT 3.1 - Community Bankers Trust Corp | tm2018373d1_ex3-1.htm |
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): May 1, 2020
___________
COMMUNITY BANKERS TRUST CORPORATION
(Exact name of registrant as specified in its charter)
|
Virginia (State or other jurisdiction of incorporation) |
001-32590 (Commission File Number) |
20-2652949 (IRS Employer Identification No.) | |
|
9954 Mayland Drive, Suite 2100 Richmond, Virginia (Address of principal executive offices) |
23233 (Zip Code) | ||
Registrant’s telephone number, including area code: (804) 934-9999
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:
| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| o | 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 on which registered |
| Common Stock, $0.01 par value | ESXB | The NASDAQ Stock Market, LLC |
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 5.03 | Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
Effective May 1, 2020, the Board of Directors of Community Bankers Trust Corporation (the “Company”) approved amendments to Sections 2.1, 2.3 and 2.8 of the Company’s Amended and Restated Bylaws (the “Bylaws”) to expressly permit the Company to hold shareholder meetings solely by means of remote communication. The foregoing description is qualified in its entirety by reference to the full text of the Bylaws, which is filed as Exhibit 3.1 to this report and is incorporated by reference into this Item 5.03.
| Item 8.01 | Other Events. |
On May 1, 2020, Community Bankers Trust Corporation issued a press release announcing that its 2020 Annual Meeting of Shareholders will be held in a virtual format only, through the internet, due to the public health impact of the coronavirus pandemic. The press release is being filed as Exhibit 99.1 to this report and is incorporated by reference into this Item 8.01.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| Exhibit No. | Description | |
| 3.1 | Amended and Restated Bylaws, effective May 1, 2020 | |
| 99.1 | Press release issued May 1, 2020 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| COMMUNITY BANKERS TRUST CORPORATION | |||
| (Registrant) | |||
| Date: May 1, 2020 | By: | /s/ John M. Oakey, III | |
| John M. Oakey, III | |||
| Executive Vice President, General Counsel and Secretary | |||
EXHIBIT INDEX
| Exhibit No. | Description | |
| 3.1 | Amended and Restated Bylaws, effective May 1, 2020 | |
| 99.1 | Press release issued May 1, 2020 |