Item 2.02. Results of Operations and Financial Condition.
On January 18, 2023, Limestone Bancorp, Inc. (the "Company") issued a press
release announcing its financial results for the fourth quarter and the year
ended December 31, 2022. A copy of the press release is attached hereto as
Exhibit 99.1.
The information in this Item 2.02 of this Form 8-K and in Exhibit 99.1 attached
hereto is being furnished to the Securities and Exchange Commission pursuant to
Item 2.02 - Results of Operations and Financial Condition and shall not be
deemed filed for purposes of Section 18 of the Securities Act of 1934, or
otherwise subject to the liabilities of that section, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933, except
as shall be expressly set forth by specific reference in such filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 18, 2023, the Company amended its executive officer incentive bonus
plan for the 2022 calendar year to provide for the payment of awards thereunder
to its executive officers 100% in cash. Such awards are payable in the first
quarter of 2023 based on results attained in 2022. The Compensation Committee
had previously provided for executive officer incentive compensation payable in
2023 for the 2022 calendar year to be paid 50% in cash and 50% in the Company's
common shares.
Item 7.01. Regulation FD Disclosure.
On January 18, 2023, the Board of Directors of the Company declared a $0.05 per
common share cash dividend. The dividend is payable on February 21, 2023, to
shareholders of record as of the close of business on February 6, 2023. A copy
of the Company's press release announcing this quarterly cash dividend is
attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated
herein by reference.
The information in this Item 7.01 of this Form 8-K and in Exhibit 99.1 attached
hereto is being furnished to the Securities and Exchange Commission pursuant to
Item 7.01 - Regulation FD Disclosure and shall not be deemed filed for purposes
of Section 18 of the Securities Act of 1934, or otherwise subject to the
liabilities of that section, nor shall it be deemed incorporated by reference in
any filing under the Securities Act of 1933, except as shall be expressly set
forth by specific reference in such filing.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit No. Description of Exhibit
99.1 Press Release issued by Limestone Bancorp, Inc. on January 18, 2023
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