Community Bank System Renames to Community Financial System
Ticker: CBU · Form: 8-K · Filed: May 16, 2024 · CIK: 723188
| Field | Detail |
|---|---|
| Company | Community Financial System, Inc. (CBU) |
| Form Type | 8-K |
| Filed Date | May 16, 2024 |
| Risk Level | low |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $1.00 |
| Sentiment | neutral |
Sentiment: neutral
Topics: corporate-action, name-change
TL;DR
CFS is the new name for Community Bank System, effective 5/15/24.
AI Summary
Community Financial System, Inc. filed an 8-K on May 15, 2024, reporting an amendment to its Articles of Incorporation. This amendment, effective May 15, 2024, changes the company's name from Community Bank System, Inc. to Community Financial System, Inc. The filing also includes financial statements and exhibits.
Why It Matters
This name change signifies a rebranding or strategic shift for the company, potentially impacting how it is perceived by investors and customers.
Risk Assessment
Risk Level: low — The filing is a routine corporate name change and does not indicate any immediate financial distress or significant operational changes.
Key Players & Entities
- Community Financial System, Inc. (company) — Registrant
- Community Bank System, Inc. (company) — Former name of registrant
- May 15, 2024 (date) — Effective date of name change
FAQ
What is the effective date of the name change?
The name change is effective May 15, 2024.
What was the previous name of the company?
The previous name was Community Bank System, Inc.
What is the new name of the company?
The new name is Community Financial System, Inc.
What type of filing is this?
This is a Form 8-K, a current report.
What jurisdiction is the company incorporated in?
The company is incorporated in Delaware.
Filing Stats: 891 words · 4 min read · ~3 pages · Grade level 11.4 · Accepted 2024-05-16 17:06:02
Key Financial Figures
- $1.00 — nge on which registered Common Stock, $1.00 par value per share CBU New York Stoc
Filing Documents
- tm2414533d1_8k.htm (8-K) — 40KB
- tm2414533d1_ex3-1.htm (EX-3.1) — 50KB
- tm2414533d1_ex3-2.htm (EX-3.2) — 157KB
- tm2414533d1_ex99-1.htm (EX-99.1) — 12KB
- tm2414533d1_8kimg01.jpg (GRAPHIC) — 13KB
- tm2414533d1_ex99-1img01.jpg (GRAPHIC) — 15KB
- 0001104659-24-062598.txt ( ) — 535KB
- cbu-20240515.xsd (EX-101.SCH) — 3KB
- cbu-20240515_lab.xml (EX-101.LAB) — 33KB
- cbu-20240515_pre.xml (EX-101.PRE) — 22KB
- tm2414533d1_8k_htm.xml (XML) — 4KB
03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On May 15, 2024, Community Bank System, Inc. (the "Company") changed its corporate name to Community Financial System, Inc., pursuant to an Amended and Restated Certificate of Incorporation filed with the Delaware Secretary of State on May 15, 2024 (the "Name Change"). The Name Change does not affect the rights of the Company's shareholders and pursuant to Delaware law, a shareholder vote was not necessary to effectuate the Name Change. The Company's ticker symbol will not change and its common stock will start trading on the New York Stock Exchange as Community Financial System, Inc. on May 24, 2024. With respect to the amendments to the Certificate of Incorporation, the Amended and Restated Certificate of Incorporation changed the Company's corporate name from Community Bank System, Inc. to Community Financial System, Inc. and updated the address for the Company's registered agent in Delaware. In addition, the Board of Directors of the Company (the "Board") amended and restated the Company's Amended and Restated Bylaws, effective as of the filing of the Amended and Restated Certificate of Incorporation, to reflect the Name Change and make certain other updates. Among other changes, the Amended and Restated Bylaws (i) updated the procedures and information requirements relative to the nomination of persons for election to the Board by the Company's shareholders, including to address matters relating to the universal proxy rules set forth in Rule 14a-19 under the Securities Exchange Act of 1934, as amended, (ii) modified the provision regarding the availability of the Company's shareholder list to reflect updates to the General Corporation Law of the State of Delaware ("DGCL"), and (iii) added an emergency bylaw provision to provide for altered procedures in the event of certain emergencies, in accordance with recent updates to the DGCL. The foregoing descriptions are only a sum
01 Other Events
Item 8.01 Other Events On May 15, 2024, the Company issued a press release announcing the Name Change. The press release is filed as Exhibit 99.1 and incorporated herein by reference.
01 Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits. (a) Not applicable. (b) Not applicable. (c) Not applicable. (d) Exhibits. Exhibit No. Description 3.1 Amended and Restated Certificate of Incorporation, filed with the Delaware Secretary of State on May 15, 2024 3.2 Amended and Restate Bylaws of Community Financial System, Inc., as of May 15, 2024 99.1 Press Release, dated May 15, 2024 104 Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)
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. Community Financial System, Inc. By: /s/ Michael N. Abdo Name: Michael N. Abdo Title: Executive Vice President and General Counsel Dated: May 16, 2024 EXHIBIT INDEX Exhibit No. Description 3.1 Amended and Restated Certificate of Incorporation, filed with the Delaware Secretary of State on May 15, 2024 3.2 Amended and Restated Bylaws of Community Financial System, Inc., as of May 15, 2024 99.1 Press Release, dated May 15, 2024 104 Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)