Bankwell Financial Group to Acquire The First National Bank of Suffield

Ticker: BWFG · Form: 8-K · Filed: Jan 22, 2025 · CIK: 1505732

Sentiment: neutral

Topics: acquisition, expansion, agreement

TL;DR

Bankwell is buying First National Bank of Suffield, expanding its CT footprint.

AI Summary

Bankwell Financial Group, Inc. announced on January 22, 2025, that it has entered into a definitive agreement to acquire The First National Bank of Suffield. The transaction is expected to close in the second quarter of 2025, subject to customary closing conditions. This acquisition will expand Bankwell's presence in Connecticut.

Why It Matters

This acquisition signifies Bankwell's strategic growth initiative, aiming to increase its market share and customer base within Connecticut.

Risk Assessment

Risk Level: medium — Acquisitions carry inherent risks related to integration, regulatory approval, and potential unforeseen financial challenges.

Key Players & Entities

FAQ

What is the primary purpose of this 8-K filing?

This 8-K filing announces Bankwell Financial Group, Inc.'s definitive agreement to acquire The First National Bank of Suffield.

When is the acquisition of The First National Bank of Suffield expected to close?

The acquisition is expected to close in the second quarter of 2025.

What are the conditions for the closing of the acquisition?

The closing is subject to customary closing conditions.

What is the strategic benefit of this acquisition for Bankwell Financial Group?

The acquisition is expected to expand Bankwell's presence in Connecticut.

What is the filing date of this 8-K report?

The report was filed on January 22, 2025.

Filing Stats: 960 words · 4 min read · ~3 pages · Grade level 10.9 · Accepted 2025-01-22 16:10:29

Key Financial Figures

Filing Documents

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition On January 22, 2025 , Bankwell Financial Group, Inc., the holding company for Bankwell Bank, issued a press release describing its results of operations for the period ended December 31, 2024 . A copy of the press release is included as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference. The information furnished under this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company, regardless of any general incorporation language in such filing.

02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers

Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers Matthew McNeill, age 49, was elected to President of Bankwell Bank (the "Bank") and Bankwell Financial Group, Inc. (the "Company") as of January 22, 2025. Mr. McNeill joined the Company in 2020 as Executive Vice President and Chief Banking Officer. He has more than 20 years of experience in Commercial Banking. Prior to joining Bankwell, he served as Head of Commercial Lending at Metropolitan Commercial Bank, Mr. McNeill has additionally held lending roles at HSBC Bank US and Banco Santander. There are no family relationships between Mr. McNeill and any director or executive officer, or any arrangements or understandings between Mr. McNeill and the Company or any other person, pursuant to which he was appointed President of the Bank and the Company. Mr. McNeill is party to an employment contract with the Company and the Bank that expires December 31, 2026, the terms of which are described in the proxy statement for the Company's 2024 annual shareholders meeting, and is eligible to participate in the Company's annual and long-term incentive programs for senior executives as well as all general employee benefit plans maintained by the Company. Neither the Company nor the Bank entered into any new contract or arrangement with Mr. McNeill in connection with his appointment as President of the Bank and the Company.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On January 22, 2025, Bankwell Financial Group, Inc., the holding company for Bankwell Bank, issued slide presentation material, which includes among other things, a review of financial results and trends through the period ended December 31, 2024 . A copy of the material will also be available on the Company's website, https://investor.mybankwell.com/events-and-presentations / A copy of the Presentation Material is included as Exhibit 99.2 to this current report on Form 8-K and is incorporated herein by reference. The information furnished under this Item 7.01, including Exhibit 99.2, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or subject to the liabilities of that section. The information shall not be deemed incorporated by reference into any other filing with the Securities and Exchange Commission made by the Company, regardless of any general incorporation language in such filing.

01 Other Events

Item 8.01 Other Events Quarterly Dividend Announcement On January 22, 2025 , Bankwell Financial Group, Inc. (the Company), parent company of Bankwell Bank, announced that on January 22, 2025, its Board of Directors voted to pay a quarterly dividend in the amount of $0.20 per share on February 21, 2025 to all shareholders of record as of February 11, 2025.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (a) Not applicable. (b) Not applicable. (c) Not applicable. (d) Exhibits. Exhibit Number Description 99.1 Press Release Dated January 22, 2025 99.2 Presentation Materials 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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. BANKWELL FINANCIAL GROUP, INC. Registrant January 22, 2025 By: /s/ Courtney E. Sacchetti Courtney E. Sacchetti Executive Vice President and Chief Financial Officer

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