- Filing of certain prospectuses and communications in connection with business combination transactions (425)
March 21 2012 - 12:14PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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, 2012
SANDY SPRING BANCORP, INC.
(Exact name of registrant as specified in
its charter)
Maryland
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000-19065
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52-1532952
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer
Identification No.)
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17801 Georgia Avenue, Olney, Maryland
20832
(Address of principal executive offices,
including zip code)
Registrant’s telephone number, including
area code:
(301) 774-6400
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:
[x] 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 March 21, 2012, Sandy Spring Bancorp,
Inc. (“Sandy Spring”) issued a press release announcing that it had received final regulatory approvals to complete
its previously announced acquisition of CommerceFirst Bancorp, Inc. The transaction remains subject to approval from the stockholders
of CommerceFirst Bancorp and satisfaction of customary closing conditions.
A copy of the press release is attached
hereto as Exhibit 99.1, and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
Exhibits
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99.1
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Press Release dated March
21
, 2012
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SIGNATURES
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.
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SANDY SPRING BANCORP, INC.
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(
Registrant
)
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Date: March 21, 2012
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By:
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/s/ Ronald E. Kuykendall
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Ronald E. Kuykendall
Secretary and General Counsel
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