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Form 8-K METRO BANCORP, INC. For: Apr 13

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April 17, 2015 3:07 PM EDT




UNITED STATES
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)
April 17, 2015
(April 13, 2015)

Metro Bancorp, Inc.
(Exact name of registrant as specified in its charter)

Pennsylvania
 
000-50961
 
25-1834776
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

3801 Paxton Street, Harrisburg, Pennsylvania
 
17111
(Address of principal executive offices)
 
(Zip Code)

Registrant's telephone number, including area code
888-937-0004

N/A
(Former name or former address, if changed since last report)


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))






Item 7.01 Regulation FD Disclosure

President and CEO Returns from Temporary Medical Leave

On April 13, 2015, Gary L. Nalbandian, Chairman, President and CEO of Metro Bancorp, Inc. (Metro or the Company) informed the Company's Board of Directors and management team that he was returning from a temporary medical leave of absence which had been previously announced in a Form 8-K filed on February 9, 2015.

On April 17, 2015, Mr. Nalbandian sent a letter to the employees of Metro, which is furnished with this Form 8-K as exhibit 99.1.

Declaration of Cash Dividend on Common Stock

On April 13, 2015, the Board of Directors of Metro Bancorp, Inc. declared and approved a second quarter 2015 cash dividend of $0.07 per common share, payable on May 18, 2015 to shareholders of record on April 27, 2015.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 with respect to the financial condition, results of operations, future performance and business of the Company. These forward-looking statements are intended to be covered by the safe harbor for "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that are not historical facts. These forward-looking statements include statements with respect to the Company’s beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions, which are subject to significant risks and uncertainties and are also subject to change based on various factors (some of which are beyond the Company’s control). The words "progress,” “committed,” “initiatives,” “expect,” “intend,” “plan,” “could,” “should,” “would,” “believe,” “anticipate,” and “estimate” and similar expressions are intended to identify forward-looking statements.

While the Company believes its plans, objectives, goals, expectations, anticipations, estimates and intentions as reflected in these forward-looking statements are reasonable based on the information available at the time, the Company can give no assurance that any of them will be achieved. You should understand that various factors could affect the Company’s future results and could cause results to differ materially from those expressed in these forward-looking statements, including the risk factors set forth in Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2014.

Item 9.01    Financial Statements and Exhibits.
(d)    Exhibits.
Exhibit No.
Description
99.1
Letter to employees, dated April 17, 2015.




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.

Metro Bancorp, Inc.
-----------------------------------------------
(Registrant)


Date: April 17, 2015              

                                
                        
/s/ Mark A. Zody
-----------------------------------------------
Mark A. Zody
Chief Financial Officer




EXHIBIT INDEX
  
Exhibit No.
Description
99.1
Letter to employees, dated April 17, 2015.


Exhibit 99.1

April 17, 2015


Dear Metro Bancorp Employees:

On February 9, 2015 I wrote to let you know that I would be taking a temporary leave of absence to undergo coronary bypass surgery, with an anticipated effective date of March 1, 2015.  Since that time, I underwent the surgery on March 5th and spent the following five weeks recovering.  I have recently been cleared by my physician to resume my normal duties on a graduated basis over the next few weeks.

Thank you all for your kind words of support.


Gary L. Nalbandian                            
Chairman, President and CEO         




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