Item 8.01.Other Events.
Dividend Declaration
On December 14, 2023, Alerus Financial Corporation (the “Company”) announced that its Board of Directors (the “Board”) declared a cash dividend of $0.19 per share of its common stock. The dividend is payable on January 12, 2024, to stockholders of record on December 27, 2023. A copy of the press release announcing the dividend is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.
Stock Repurchase Program
On December 12, 2023, the Board approved a new stock repurchase program (the “New Stock Repurchase Program”) which authorizes the Company to repurchase up to 1,000,000 shares of its common stock, subject to certain limitations and conditions. This New Stock Repurchase Program will become effective on February 18, 2024, and will expire on February 18, 2027. On February 18, 2024, the New Stock Repurchase Program will replace and supersede the Company’s existing stock repurchase program which was originally announced on February 22, 2021 (the “Prior Stock Repurchase Program”), which authorized the Company to repurchase up to 770,000 shares of its common stock. Under the Prior Stock Repurchase Program approximately 413,526 shares of Company common stock remained authorized for repurchase as of December 13, 2023. The Prior Stock Repurchase Program was originally scheduled to expire on February 18, 2024. A copy of the Company’s press release announcing the New Stock Repurchase Program is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.
Under the New Stock Repurchase Program, the Company may repurchase shares of its common stock from time to time in open market transactions in accordance with the limitations set forth in Rule 10b-18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and other applicable legal requirements. Repurchases may also be made pursuant to a trading plan under Rule 10b5-1 of the Exchange Act, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so because of self-imposed trading blackout periods or other regulatory restrictions.
The New Stock Repurchase Program does not obligate the Company to repurchase any shares of its common stock and there is no assurance that the Company will do so. The extent to which the Company repurchases its shares of common stock, and the timing of such repurchases, will depend upon a variety of factors, including general market and economic conditions, regulatory requirements, availability of funds, and other relevant considerations, as determined by the Company. The Company may, in its discretion, begin, suspend, or terminate repurchases at any time prior to the New Stock Repurchase Program’s expiration, without any prior notice.
Item 9.01.Financial Statements and Exhibits.
(d) Exhibits
