SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): May 1, 2025
FIRST SAVINGS FINANCIAL GROUP, INC.
(Exact Name of Registrant as Specified in Charter)
| Indiana | 001-34155 | 37-1567871 |
| (State or Other Jurisdiction of Incorporation) |
(Commission File No.) | (I.R.S. Employer Identification No.) |
| 702 North Shore Drive, Suite 300, Jeffersonville, Indiana | 47130 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (812) 283-0724
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) |
Name of each exchange on
which registered |
||
| Common Stock, par value $0.01 per share | FSFG | The Nasdaq Stock Market LLC |
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:
| ¨ | 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)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 8.01 | Other Events. |
On May 1, 2025, the Company issued a press release to announce the redemption of $20.0 million of subordinated notes, at par, on April 30, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this Item 8.01.
| Item 9.01. | Financial Statements and Exhibits. |
| (a) | Not applicable |
| (b) | Not applicable |
| (c) | Not applicable |
| (d) | Exhibits |
| 99.1 | Press Release dated May 1, 2025 |
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL) |
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.
| FIRST SAVINGS FINANCIAL GROUP, INC. | ||
| Date: May 1, 2025 | By: | /s/ Tony A. Schoen |
| Tony A. Schoen | ||
| Chief Financial Officer | ||
Exhibit 99.1
FIRST SAVINGS FINANCIAL GROUP, INC.
ANNOUNCES REDEMPTION OF SUBORDINATED NOTES
Jeffersonville, IN – May 1, 2025. First Savings Financial Group, Inc. (NASDAQ: FSFG) (the “Company”), the holding company for First Savings Bank (the “Bank”), announced today the redemption of $20.0 million of subordinated notes, at par, on April 30, 2025. The subordinated notes were issued by the Company on September 20, 2018 as a 5.95% Fixed-to-Floating Rate Subordinated Note due 2028, in the principal amount of $20.0 million. Prior to redemption, the subordinated notes were floating rate and yielded 7.66%. In order to consummate the redemption, the Bank paid the Company a dividend of $19.0 million, which the Bank funded with a like dollar amount of short-term wholesale borrowings at a rate of 4.48%. Subsequent to the dividend, the Bank maintained leverage and total risk-based capital ratios in excess of 9.0% and 12.0%, respectively, as of March 31, 2025. Subsequent to the redemption, the Company maintained leverage and total risk-based capital ratios in excess of 9.0% and 12.0%, respectively, as of April 30, 2025.
Commenting on the redemption, Larry W. Myers, President and CEO, stated “We are very pleased to have redeemed and retired this excess, high-cost debt, which we expect will contribute to expansion in net interest margin. This debt redemption and the repurchase of Company common shares have been strategic initiatives we’ve desired to implement. The redemption helps clear a path for the opportunity to repurchase Company common shares in the forthcoming months should we continue to build excess capital, which we currently anticipate, and should such repurchases be accretive to the Company’s earnings per share.”
The Bank is an entrepreneurial community bank headquartered in Jeffersonville, Indiana, which is directly across the Ohio River from Louisville, Kentucky, and operates fifteen depository branches within Southern Indiana. The Bank also has two national lending programs, including single-tenant net lease commercial real estate and SBA lending, with offices located predominately in the Midwest. The Bank is a recognized leader, both in its local communities and nationally for its lending programs. The employees of First Savings Bank strive daily to achieve the organization’s vision, We Expect To Be The BEST community BANK, which fuels our success. The Company’s common shares trade on The NASDAQ Stock Market under the symbol “FSFG.”
This release may contain forward-looking statements within the meaning of the federal securities laws. These statements are not historical facts; rather, they are statements based on the Company's current expectations regarding its business strategies and their intended results and its future performance. Forward-looking statements are preceded by terms such as "expects," "believes," "anticipates," "intends" and similar expressions.
Forward-looking statements are not guarantees of future performance. Numerous risks and uncertainties could cause or contribute to the Company's actual results, performance and achievements to be materially different from those expressed or implied by the forward-looking statements. Factors that may cause or contribute to these differences include, without limitation, changes in general economic conditions; changes in market interest rates; changes in monetary and fiscal policies of the federal government; legislative and regulatory changes; and other factors disclosed in the Company's periodic filings with the Securities and Exchange Commission.
Because of the risks and uncertainties inherent in forward-looking statements, readers are cautioned not to place undue reliance on them, whether included in this release or made elsewhere from time to time by the Company or on its behalf. Except as may be required by applicable law or regulation, the Company assumes no obligation to update any forward-looking statements.
Contact:
Tony A. Schoen
Chief Financial Officer
(812) 283-0724