UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Emerging growth company
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On September 21, 2021, the Board of Directors of BBX Capital, Inc. (the “Company”) appointed Marcia Barry-Smith to the Company’s Board of Directors. Since 2012, Ms. Barry-Smith has served as President and CEO of MBS Consulting Services. Prior to joining MBX Consulting Services, Ms. Barry-Smith was employed in the banking industry for over 30 years, including serving as Senior Vice President and CRA Officer of BankAtlantic and Senior Vice President of Citizens Federal Bank.
As compensation for her service on the Company’s Board of Directors, Ms. Barry-Smith will receive the Company’s standard compensation for non-employee directors, which is currently an annual cash retainer of $100,000.
There is no arrangement or understanding between Ms. Barry-Smith and the Company or any other person pursuant to which she was appointed as a director.
The Company’s Board of Directors approved an increase in the size of the Board from eleven directors to twelve directors in connection with the appointment of Ms. Barry-Smith to the Board.
Item 8.01 Other Events.
Increase of Share Repurchase Program
On September 21, 2021, the Company’s Board of Directors approved an increase in the Company’s existing share repurchase program from $10 million of shares of the Company’s Class A and Class B Common Stock to $20 million of shares of the Company’s Class A and Class B Common Stock. After giving effect to this increase and previous repurchases made by the Company under the share repurchase program, approximately $11.7 million of shares of the Company’s Class A Common Stock and Class B Common Stock remain available for repurchase by the Company under the program. The timing, price, and number of shares which may be repurchased under the program in the future will be based on market conditions, applicable securities laws, and other factors. Share repurchases may be made from time to time through solicited or unsolicited transactions in the open market, or in privately negotiated transactions. The share repurchase program does not obligate the Company to repurchase any specific number of shares and may be suspended, modified, or terminated at any time without prior notice. A copy of the Company’s press release announcing the increase in the Company’s share repurchase program is attached as Exhibit 99.1 hereto.
Recapitalization of Altis Grand Central
In September 2021, BBX Capital Real Estate LLC’s (“BBXRE”) Altis Grand Central joint venture, which owns Altis Grand Central, a 314-unit multifamily apartment community located in Tampa, Florida, was recapitalized. In connection with the recapitalization, BBXRE received a cash distribution of approximately $7.7 million from the joint venture, and BBXRE’s ownership in the joint venture was decreased from approximately 11% to 1%. As of June 30, 2021, the carrying amount of BBXRE’s investment in the joint venture was $2.1 million. BBXRE is a wholly owned subsidiary of the Company.
Item 9.01. Financial Statements and Exhibits.
d) Exhibit.
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| Press Release dated September 21, 2021 |
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.
Date: September 22, 2021
BBX Capital, Inc.
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By: /s/ Brett Sheppard |
Brett Sheppard |
Chief Financial Officer
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