PROSPERITY BANCSHARES INC false 0001068851 0001068851 2019-10-08 2019-10-08

 

 

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): October 8, 2019

 

Prosperity Bancshares, Inc.

(Exact name of registrant as specified in its charter)

 

Texas

 

001-35388

 

74-2331986

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

4295 San Felipe

Houston, Texas 77027

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (281) 269-7199

 

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, par value $1.00 per share

 

PB

 

New York Stock Exchange

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.  

 

 


Item 8.01 Other Events

As previously announced on June 17, 2019, Prosperity Bancshares, Inc. (“Prosperity”) entered into an Agreement and Plan of Reorganization with LegacyTexas Financial Group, Inc., a Maryland corporation (“LegacyTexas”), pursuant to which LegacyTexas would merge with and into Prosperity and Prosperity would continue as the surviving entity (the “Merger”).

On October 8, 2019, Prosperity issued a press release announcing that it has received all regulatory approvals necessary to complete the Merger by November 1, 2019.

A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d)    Exhibits

 

Exhibit     No.    

   

Description

         
 

99.1

   

Press Release issued by Prosperity Bancshares, Inc., dated October 8, 2019.

         
 

104

   

Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.

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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.

Date: October 8, 2019

PROSPERITY BANCSHARES

     

By:

 

/s/ Charlotte M. Rasche

Name:

 

Charlotte M. Rasche

Title:

 

Executive Vice President and General Counsel

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