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): May 6, 2015
GREAT WESTERN BANCORP, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 001-36688 | 47-1308512 | |
| (Commission File Number) | (IRS Employer Identification No.) | |
| 100 North Phillips Avenue Sioux Falls, South Dakota |
57104 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(605) 334-2548
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(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)) |
| Item 8.01 | Other Events. |
On May 6, 2015, National Americas Holdings LLC (the “Selling Shareholder”), a subsidiary of National Australia Bank Limited (“NAB”), the controlling stockholder of Great Western Bancorp, Inc. (the “Company”), completed the sale of 23,000,000 shares of common stock, par value $0.01 per share, of the Company (the “Common Stock”), including 3,000,000 additional shares of Common Stock sold pursuant to the underwriters’ exercise in full of their option to purchase additional securities. The offering was registered pursuant to the Company’s registration statement on Form S-1 (File No. 333-203540), which the Securities and Exchange Commission declared effective on April 30, 2015. Following the completion of the offering, NAB indirectly beneficially owns 28.5% of the Company’s outstanding shares of Common Stock. The Company did not receive any of the proceeds from the sale of the shares of Common Stock sold by the Selling Shareholder in the offering.
2
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be filed on its behalf by the undersigned hereunto duly authorized.
| GREAT WESTERN BANCORP, INC. | ||||||
| Date: May 6, 2015 | By: | /s/ Peter Chapman | ||||
| Name: | Peter Chapman | |||||
| Title: | Chief Financial Officer and Executive Vice President | |||||