UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
July 26, 2023
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SALISBURY BANCORP, INC.
(Exact name of registrant as specified in its charter)
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Connecticut (State of other jurisdiction of incorporation) | | 001-14854 (Commission File Number) | | 06-1514263 (IRS Employer Identification No.) |
5 Bissell Street, Lakeville, Connecticut (Address of principal executive offices) | | | 06039 (Zip Code) |
| | Registrant’s telephone number, including area code: (860) 435-9801 | |
| | (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(s) | Name of Each Exchange on Which Registered |
| Common Stock, $0.10 par value per share | SAL | NASDAQ |
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. ☐
| Section 2. | Financial Information |
| Item 2.02. | Results of Operations and Financial Condition |
On July 26, 2023 Salisbury Bancorp, Inc. (“Salisbury”) (NASDAQ: “SAL”), the holding company for Salisbury Bank and Trust Company (the “Bank”), issued a press release announcing results for its second quarter ended June 30, 2023. The press release is attached as Exhibit 99.1 and is incorporated herein by reference.
| Item 7.01. | Regulation FD Disclosure |
On July 26, 2023, Salisbury announced that investor presentation slides, which include a review of financial results and trends through the period ended June 30, 2023, are available in the Shareholder Relations section of Salisbury’s website at salisburybank.com under About Us/Shareholder Relations/News & Market Information/Presentations. The information in this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, and is not incorporated by reference into any other filing under the Securities Act of 1933, as amended, or the Exchange Act.
| Section 9. | Financial Statement and Exhibits |
| Item 9.01. | Financial Statement and Exhibits |
(a) Not Applicable.
(b) Not Applicable.
(c) Not Applicable.
(d) Exhibits.
SIGNATURE
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.
| | | Salisbury Bancorp, Inc. |
| | | |
Date: July 26, 2023 | By: | /s/ Peter Albero Peter Albero Executive Vice President and Chief Financial Officer |
