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): July 29, 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 | Press Release |
| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
| | |
| | On August 3, 2015, Bankwell Financial Group, Inc., (the "Company") the holding company for Bankwell Bank (the "Bank"), issued a Press Release announcing that its Board of Directors elected Carl M. Porto to serve as a director of the Company and the Bank bringing the number of Directors to fourteen. Mr. Porto is an attorney and Managing Principal in the law firm of Parrett, Porto, Parese & Colwell, Professional Corporation, with offices in Hamden and Guilford. There are no arrangements or understandings between Mr. Porto and the Company or any other person, pursuant to which he was selected as a Director. Mr. Porto is not a party to any related party transactions with the Company or the Bank that would be required to be disclosed under Regulation S-K, Item 404(a). There are no material plans, contracts or arrangements (whether or not written) to which Mr. Porto is a party or in which he participates that were entered into, or material amendment made in connection with his election, nor were there any grants or awards to him or modifications thereto, under any such plans, contracts or arrangements in connection with his election. A copy of the Press Release is included as Exhibit 99.1 to this current Form 8-K and is incorporated herein by reference. |
| | |
| Item 9.01 | Financial Statements and Exhibits |
| (a) | Not applicable. |
| (b) | Not applicable. |
| (c) | Not applicable. |
| (d) | Exhibits. |
Exhibit Number | Description |
| | |
| 99.1 | Press Release dated August 3, 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 |
| | |
| | |
| | |
| August 4, 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 | Press Release dated August 3, 2015 |
4
