Business Context and Reporting Period
This Form 8-K Current Report covers the event date of December 1, 2022, for Triumph Financial, Inc. (formerly Triumph Bancorp, Inc.). The filing documents a corporate name change and the corresponding amendment to the Company's Articles of Incorporation and Bylaws.
Financial Metrics
This filing is a current report regarding corporate governance and branding changes. It does not provide financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. Investors should refer to the Company's Annual Report on Form 10-K for financial performance details.
Material Changes
- Corporate Name Change: Effective December 1, 2022, the Company changed its name from "Triumph Bancorp, Inc." to "Triumph Financial, Inc."
- Bylaws Amendment: The Board of Directors adopted Amendment No. 2 to the Amended and Restated Bylaws to reflect the new name.
- Shareholder Approval: The name change was previously approved by shareholders at the Annual Meeting held on April 26, 2022.
Guidance, Outlook, and Other Events
- Ticker Symbol Changes:
- Common stock will trade under the symbol TFIN (replacing "TBK") starting December 2, 2022.
- Depositary shares for the 7.125% Series C Preferred Stock will trade under the symbol TFINP (replacing "TBKCP") starting December 2, 2022.
- Market Listing: Both securities will continue to be listed on the NASDAQ Global Select Market.
- CUSIP Numbers: The CUSIP numbers for the securities remain unchanged.
- Forward-Looking Statements: The filing includes standard disclaimers that actual results may differ from predictions due to risks and uncertainties detailed in the 2022 Form 10-K.
Key Facts for Investor Verification
- Verify the new ticker symbols TFIN and TFINP are active on the NASDAQ Global Select Market as of December 2, 2022.
- Confirm that existing holdings under the old tickers (TBK, TBKCP) have automatically converted to the new symbols without shareholder action.
- Review the attached Exhibits 3.1 and 3.2 for the full legal text of the Certificate of Amendment and Bylaws Amendment.
- Note that this filing contains no new financial guidance or operational updates beyond the name change.