重大事件
即時報告
8-K
2026-06-29
Rhinebeck Bancorp股東批准轉換為公眾控股結構 待監管及發行條件
AI 繁中摘要
Rhinebeck Bancorp, Inc.(納斯達克:RBKB)於2026年6月29日提交8-K表格,宣佈其股東及Rhinebeck Bank的存款人已在特別會議上批准修訂後的轉換及重組計劃,將Rhinebeck Bancorp, MHC(公司的互助控股公司)從互助控股公司結構轉變為全面公眾股票控股公司結構。 ✅
此項轉換及相關股票發行仍須取得最終監管批准、出售至少6,587,500股普通股,以及滿足其他慣常成交條件。公司的認購發行已於2026年6月18日到期,根據初步結果,公司將不會進行社區發行。最終發行的股份數量將基於獨立評估及監管批准結果而定。公司目前正在處理認購發行中收到的訂單,並將在可行時盡快提供分配信息。
對投資者而言,此次結構轉換將使公司從互助控股形式改為完全公眾持有,可能增加股票流動性及市場關注度,但短期內仍需留意監管審批進度及發行規模的最終確定。
展開英文正文
EX-99.1 2 rbkb-20260629xex99d1.htm EX-99.1 PRESS RELEASE Contact: Matthew J. Smith President and Chief Executive Officer Rhinebeck Bancorp, Inc. (845) 454-8555 Rhinebeck Bancorp, Inc. Announces Stockholder and Depositor Approvals of Pending Conversion Transaction Poughkeepsie, New York (June 29, 2026) – Rhinebeck Bancorp, Inc. (NASDAQ: RBKB) (the “Company”), the holding company for Rhinebeck Bank (the “Bank”), announced that at special meetings held on June 29, 2026, the stockholders of the Company and the depositors of the Bank approved the Amended and Restated Plan of Conversion and Reorganization, whereby Rhinebeck Bancorp, MHC, the mutual holding company for the Company and the Bank, will convert from the mutual holding company structure to the fully public stock holding company structure. The closing of the conversion and related stock offering remains subject to receipt of final regulatory approvals, the sale of at least 6,587,500 shares of common stock, and customary closing conditions. The Company’s subscription stock offering expired on June 18, 2026 and, based on preliminary results, the Company will not hold a community offering. The number of shares to be sold in connection with the conversion and stock offering will be based on a final independent appraisal and receipt of final regulatory approvals. The Company is currently processing orders received in the subscription offering and will provide allocation information as soon as it is available. About Rhinebeck Bancorp, Inc. Rhinebeck Bancorp, Inc. is the bank holding company for Rhinebeck Bank, a New York-chartered stock savings bank headquartered in Poughkeepsie, New York. The Bank conducts its business from 12 full-service banking offices and two representative offices located in New York’s Albany, Dutchess, Orange and Ulster Counties. Forward-Looking Statements Certain statements contained herein constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by words such as “may,” “will,” “would,” “intend,” “believe,” “expect,” “plan,” “estimate,” “anticipate,” “continue,” or similar terms or variations on those terms, or the negative of those terms. These statements are based upon the current beliefs and expectations of Company management and are subject to significant risks and uncertainties. Forward-looking statements are not guarantees of future performance and actual results may differ materially from those set forth in the forward-looking statements as a result of numerous factors. Factors that could cause such differences to exist include, but are not limited to: the failure to obtain the requisite approvals of applicable regulatory agencies for the proposed conversion and related offering, or delays in obtaining such approvals; that customary closing conditions may not be satisfied in a timely manner, if at all; and other risks described in filings the Company has made with the Securities and Exchange Commission (the “SEC”), which are available at the SEC’s website, www.sec.gov. This press release is neither an offer to sell nor a solicitation of an offer to buy common stock. The offer is made only by the prospectus, as supplemented by the prospectus supplement, and when accompanied by a stock order form. The shares of common stock being offered for sale by Rhinebeck Bancorp, Inc. are not savings accounts or deposit accounts and are not insured by the Federal Deposit Insurance Corporation or by any other governmental agency.