false 0001488813 0001488813 2023-07-27 2023-07-27 0001488813 us-gaap:CommonStockMember exch:XNYS 2023-07-27 2023-07-27 0001488813 us-gaap:SeriesEPreferredStockMember exch:XNYS 2023-07-27 2023-07-27 0001488813 us-gaap:SeriesFPreferredStockMember exch:XNYS 2023-07-27 2023-07-27 0001488813 us-gaap:SubordinatedDebtMember exch:XNYS 2023-07-27 2023-07-27

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): July 27, 2023

(Exact name of registrant as specified in its charter)

Customers Bancorp, Inc.

Pennsylvania | 001-35542 | 27-2290659
(State or other jurisdiction of incorporation or organization) | (Commission File number) | (IRS Employer Identification No.)

701 Reading Avenue
West Reading PA 19611
(Address of principal executive offices, including zip code)
(610) 933-2000
(Registrant’s telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions (see General Instructions A.2. below):

☐ | 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))

Securities registered pursuant to Section 12(g) of the Act:

Title of Each Class |  | Trading Symbols |  | Name of Each Exchange on which Registered
Voting Common Stock, par value $1.00 per share |  | CUBI |  | New York Stock Exchange
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series E, par value $1.00 per share |  | CUBI/PE |  | New York Stock Exchange
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series F, par value $1.00 per share |  | CUBI/PF |  | New York Stock Exchange
5.375% Subordinated Notes due 2034 |  | CUBB |  | New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 2.02. Results of Operations and Financial Condition
On July 27, 2023, Customers Bancorp, Inc. (the "Company") issued a press release announcing unaudited financial information for the quarter ended June 30, 2023, a copy of which is included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 7.01 Regulation FD Disclosure
The Company has posted to its website a slide presentation which is attached hereto as Exhibit 99.2 to this Current Report on Form 8-K and incorporated into this Item 7.01 by reference.
The information in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2 attached hereto and incorporated by reference into Item 2.02 and Item 7.01, respectively, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities under that Section. Furthermore, such information, including the exhibits attached hereto, shall not be deemed incorporated by reference into any of the Company's reports or filings with the SEC, whether made before or after the date hereof, except as expressly set forth by specific reference in such report or filing. The information in this Current Report on Form 8-K, including the exhibits attached hereto, shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits.

Exhibit |  | Description
Exhibit 99.1 |  | Press Release dated July 27, 2023
Exhibit 99.2 |  | Slide presentation dated July 2023

SIGNATURE
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.

| CUSTOMERS BANCORP, INC.
| By: /s/ Carla A. Leibold
| Name: Carla A. Leibold
| Title: Executive Vice President - Chief Financial Officer

Date: July 27, 2023

EXHIBIT INDEX

Exhibit No. |  | Description
99.1 |  | Press Release dated July 27, 2023
99.2 |  | Slide presentation dated July 2023