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 10, 2015
Bankwell Financial Group, Inc.
(Exact name of registrant as specified in its charter)
| Connecticut | 001-36448 | 20-8251355 |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
220 Elm Street
New Canaan, Connecticut 06840
(Address and Telephone Number)
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:
| ☐ | 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)) |
TABLE OF CONTENTS |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
| Item 9.01 | Financial Statements and Exhibits |
| SIGNATURES |
| EXHIBIT INDEX |
| EX-99.1 | Resignation Letter |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
| | |
| | Carl R. Kuehner voluntarily resigned from the Boards of Directors of Bankwell Financial Group, Inc. (the "Company") and its subsidiary Bankwell Bank (the "Bank") effective April 10, 2015. Mr. Kuehner cited the increasing time commitments necessary for his business as the reason for his resignation. There were and are no disagreements between Mr. Kuehner and either the Company or the Bank, or any officer or director of either. A copy of Mr. Kuehner's resignation letter is attached as Exhibit 99.1. The Company praised Mr. Kuehner's contributions, noting that he is a founder and original director of the Bank. |
| | |
| Item 9.01 | Financial Statements and Exhibits |
| (a) | Not applicable. |
| (b) | Not applicable. |
| (c) | Not applicable. |
| (d) | Exhibits. |
Exhibit Number | Description |
| | |
| 99.1 | Resignation Letter dated April 10, 2015. |
| 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. |
| | |
| | BANKWELL FINANCIAL GROUP, INC. |
| | Registrant |
| | |
| | |
| | |
| April 13, 2015 | By: /s/ Ernest J. Verrico, Sr. |
| | Ernest J. Verrico, Sr. |
| | Executive Vice President |
| | and Chief Financial Officer |
EXHIBIT INDEX
Exhibit Number | Description |
| | |
| 99.1 | Resignation Letter dated April 10, 2015 |
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