8-K
false 0001781730 0001781730 2022-09-10 2022-09-10

 

 

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): September 10, 2022

 

 

THIRD COAST BANCSHARES, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Texas   001-41028   46-2135597

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

20202 Highway 59 North, Suite 190

Humble, Texas

    77338
(Address of principal executive offices)     (Zip Code)

Registrant’s telephone number, including area code: (281) 446-7000

Former name or former address, if changed since last report: Not Applicable

 

 

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

on which registered

Common stock, par value $1.00 per share   TCBX   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 1.01

Entry into a Material Definitive Agreement.

Effective September 10, 2022 (the “Effective Date”), Third Coast Bancshares, Inc. (the “Company”) entered into a Renewal, Extension and Modification of Loan (the “Amendment”) of the Loan Agreement, dated March 10, 2021, by and between the Company and American National Bank & Trust (the “Loan Agreement”). As of September 10, 2022, the Company had outstanding borrowings under the Loan Agreement of $30,875,000 and it had pledged all of the issued and outstanding capital stock of Third Coast Bank, SSB as collateral for the loan under the Loan Agreement.

The Amendment, among other things, (i) extends the maturity date of the loan under the Loan Agreement from September 10, 2022 to September 10, 2024; (ii) increases the maximum commitment under the Loan Agreement from $30,875,000 to $50,000,000; (iii) amends the interest rate provision to provide that the interest rate per annum under the Loan Agreement shall be equal to the U.S. “Prime Rate” reported by The Wall Street Journal, plus one-half percent (0.50%), subject a floor rate of five percent (5.00%); and (iv) modifies certain covenants under the Loan Agreement.

The foregoing description of the Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

 

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant.

The information set forth in Item 1.01 of this Current Report on Form 8-K is hereby incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

  

Description

10.1    Renewal, Extension and Modification of Loan, effective September 10, 2022, by and among Third Coast Bancshares, Inc. and American National Bank & Trust
104    Cover Page Interactive Data File


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.

 

      THIRD COAST BANCSHARES, INC.
Date: September 14, 2022     By:  

/s/ R. John McWhorter

      R. John McWhorter
      Chief Financial Officer