Commerce Bancshares Inc. - Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Commerce Bancshares, Inc. on February 12, 2004. The report discloses a material event pursuant to Item 9 (Regulation FD Disclosure) regarding a share repurchase transaction.
Key Financial Metrics
The filing does not provide comprehensive financial statements, revenue, profit, cash flow, margins, debt, or liquidity metrics. The only financial data disclosed relates to a specific stock transaction:
- Shares Repurchased: 400,000 shares of common stock.
- Price Per Share: $49.74.
- Total Transaction Value: Approximately $19,896,000 (calculated from disclosed figures).
- Counterparty: Family limited partnerships established by James M. Kemper, Jr.
Material Changes
The material change reported is the reduction of outstanding shares through a private sale. This transaction was executed under an existing Board of Directors authorization to repurchase up to 3,000,000 shares. The filing does not provide comparative financial data versus prior periods.
Guidance, Outlook, and Management Commentary
The filing contains no forward-looking guidance, earnings outlook, or general management commentary regarding future operations. The transaction was driven by the selling parties' desire to diversify their holdings. The filing explicitly states that the information is not deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 and shall not be incorporated by reference into other filings.
Investor Verification Checklist
- Verify the remaining number of shares authorized for repurchase under the 3,000,000 share program.
- Confirm the total number of shares outstanding following this 400,000 share reduction.
- Review the relationship and potential conflicts of interest regarding the sale by family limited partnerships of the former Chairman and CEO.
- Check subsequent filings for any additional repurchases under the same authorization.