AND EXCHANGE COMMISSION
SECTION 13 OR 15(D) OF THE
EXCHANGE ACT OF 1934
Date of Report
(Date of earliest event reported): October 19, 2016
(Exact Name of Registrant As Specified in Its
(State or Other Jurisdiction of Incorporation)
|(Commission File Number)
||(I.R.S. Employer Identification No.)|
|288 Meeting Street, Charleston, South Carolina
|(Address of Principal Executive Offices)
(Registrant’s Telephone Number, Including Area
(Former Name or Former Address, if Changed Since
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 (see General Instruction
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02. Results of Operations and Financial Condition
On October 19, 2016, Carolina Financial Corporation
(the “Company”) issued a news release announcing its results of operations for the three months and nine months ended
September 30, 2016. A copy of the news release is attached hereto as Exhibit 99.1. The information included herein, as well as
in Exhibit 99.1 referenced herein, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange
Act of 1934, as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference in filings under the
Securities Act of 1933, as amended (the “Securities Act”).
Item 7.01. Regulation FD Disclosure.
Company will hold an investor conference call to disclose its financial results for the three months and nine months ended
September 30, 2016 on October 20, 2016 at 10:00 am Eastern Time. The conference
call can be accessed by dialing (855) 218-6998 or (615) 247-5963 and requesting the Carolina Financial Corporation earnings call.
The conference ID number is 93428847. Listeners should dial in 10 minutes prior to the start of the call. The live webcast and
presentation slides will be available on www.haveanicebank.com under Investor Relations, “Investor Presentations.”
A replay of the webcast will be available on
www.haveanicebank.com under Investor Relations, “Investor Presentations” shortly following the call. A replay of the
conference call can be accessed approximately three hours after the call by dialing (855) 859-2056 or (404) 537-3406 and requesting
conference number 93428847.
A copy of the investor presentation prepared
for use by executive management during the investor conference call is furnished as Exhibit 99.2. All of the information in the
presentation is presented as of October 20, 2016, and the Company does not assume any obligation to update such information in
The information included in the preceding paragraph,
as well as in Exhibit 99.2 referenced herein, shall not be deemed “filed” for purposes of Section 18 of the Exchange
Act nor shall it be deemed incorporated by reference in filings under the Securities Act.
Item 8.01. Other
On October 19, 2016, the Board
of Directors of Carolina Financial Corporation declared a quarterly cash dividend of $0.04, payable on January 11, 2017 to
stockholders of record as of December 28, 2016.
Item 9.01. Financial Statements and Exhibits.
||News Release dated October 19, 2016|
||Investor Presentation dated October 20, 2016|
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.
||CAROLINA FINANCIAL CORPORATION,
||/s/ William A. Gehman, III
||William A. Gehman, III
||Chief Financial Officer
Dated: October 19, 2016