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EX-99.1 - EXHIBIT 99.1 - First NBC Bank Holding Copressrelease.htm



 
 
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): March 21, 2017 
___________________

FIRST NBC BANK HOLDING COMPANY
(Exact name of registrant as specified in its charter)  
___________________

 
Louisiana
001-35915
14-1985604
(State of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
 
210 Baronne Street
New Orleans, Louisiana
 
70112
(Address of principal executive offices)
 
(Zip code)
Registrant’s telephone number, including area code: (504) 566-8000  
___________________

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 A.2. below):
¨
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 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On March 21, 2017, First NBC Bank Holding Company (the “Company”) received a notice (the “Notice”) from The Nasdaq Stock Market LLC (“Nasdaq”) stating that the Company is not in compliance with NASDAQ Listing Rule 5250(c)(1) because it had not timely filed its Annual Report on Form 10-K for the year ended December 31, 2016.  Nasdaq Listing Rule 5250(c)(1) requires listed companies to timely file all required periodic financial reports with the Securities and Exchange Commission (“SEC”). The Company has previously reported the receipt of a similar notification from Nasdaq staff as a result of the delay in the Company’s filing of its Quarterly Report on Form 10-Q for the period ended September 30, 2016.
In response to the prior notification, the Company submitted to Nasdaq a plan to regain compliance with Nasdaq’s listing rules through the filing of the Company’s past due SEC reports, which plan was accepted by Nasdaq. Under the plan, the Company has agreed to file all past due SEC reports not later than April 30, 2017.
Item 7.01. Regulation FD Disclosure

On March 27, 2017, the Company issued a press release announcing its receipt of the Notice. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.
As provided in General Instruction B.2 to Form 8-K, the information furnished in Exhibit 99.1 of this Current Report on Form 8-K will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and such information will not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filings.
Item  9.01.
Financial Statements and Exhibits.

(d) Exhibits.
Exhibit
No.
 
Description
99.1
 
Press release, dated March 27, 2017, announcing receipt of non-compliance notice from Nasdaq





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, thereunto duly authorized.
Dated: March 27, 2017

 
FIRST NBC BANK HOLDING COMPANY
 
 
By:
/s/ Albert J. Richard, III                  
 
 
Albert J. Richard, III
 
 
Senior Executive Vice President
and Chief Financial Officer





EXHIBIT INDEX
 
Exhibit
No.
 
Description
99.1
 
Press release, dated March 27, 2017, announcing receipt of non-compliance notice from Nasdaq