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) April 30, 2020
MidWestOne Financial Group, Inc.
(Exact name of registrant as specified in its charter)
Commission file number 001-35968
| Iowa | 42-1206172 | |||||||
(State or other jurisdiction of incorporation) | (I.R.S. Employer Identification Number) | |||||||
102 South Clinton Street
Iowa City, Iowa 52240
(Address of principal executive offices, including zip code)
(319) 356-5800
(Registrant’s telephone number, including area code)
N/A
(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 (see General Instruction A.2 below):
| ☐ | 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, $1.00 par value | MOFG | 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
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 2.02. Results of Operations and Financial Condition.
On April 30, 2020, MidWestOne Financial Group, Inc. (the “Company”) issued a press release announcing its earnings for the three months ended March 31, 2020. The press release is attached as Exhibit 99.1.
The information in this item and the attached press release shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.
Item 7.01. Regulation FD Disclosure.
On May 1, 2020, the Company will hold an investor conference call to discuss financial results for the quarter ended March 31, 2020, including the attached press release and other matters relating to the Company. The Company has also made available on its website presentation materials containing certain historical information related to the Company. The presentation materials are furnished herewith as Exhibit 99.2 and are incorporated by referenced in this Item 7.01.
The information in this item and the attached Exhibit 99.2 shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in any such filing.
Item 8.01. Other Events.
The Board of Directors of the Company declared a cash dividend of $0.22 per common share on April 29, 2020. The dividend is payable June 15, 2020, to shareholders of record at the close of business on June 1, 2020.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
MidWestOne Financial Group, Inc. press release dated April 30, 2020 | ||||||||||||||
Presentation materials of MidWestOne Financial Group, Inc. regarding COVID-19 response | ||||||||||||||
| 104 | Cover Page Interactive Data File (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.
MIDWESTONE FINANCIAL GROUP, INC. | ||||||||||||||||||||||||||
| Dated: | April 30, 2020 | By: | /s/ BARRY S. RAY | |||||||||||||||||||||||
| Barry S. Ray | ||||||||||||||||||||||||||
| Senior Executive Vice President and Chief Financial Officer | ||||||||||||||||||||||||||