BCB Bancorp, Inc. (BCBP) is offering 11,000,000 shares of common stock at $7.75 per share under its shelf registration, for gross proceeds of $85.25 million (net proceeds of about $80.6 million before expenses), with a 30‑day underwriter option for up to 1,650,000 additional shares. Shares outstanding are expected to be 29,101,822 after the offering.
The company plans to use proceeds for general corporate purposes, including liquidity, working capital, supporting bank capital in connection with expected problem loan dispositions, reducing debt, and maintaining capital and liquidity ratios. Management projects for the quarter ending September 30, 2026 a substantial net loss of $126.2–$136.1 million, driven by an expected $112–$120 million provision for credit losses tied to the anticipated sale or transfer of about $306 million in problem and other loans and a $50 million valuation allowance against net deferred tax assets.
Pro forma for the offering and contemplated loan sales, total assets are projected at about $3.0 billion, with a bank Tier 1 leverage ratio of 9.0% and holding‑company Tier 1 leverage ratio of 8.1%, and tangible book value per share of $7.51.
BCB Bancorp, Inc. (BCBP) announced the pricing of an underwritten public offering of 11,000,000 shares of its common stock, expected to generate $85,250,000 in total gross proceeds before underwriting discounts, commissions and expenses payable by the company. The offering is expected to close on September 18, 2026, subject to customary closing conditions, and is being conducted under an effective Form S-3 shelf registration statement. Piper Sandler & Co. is serving as sole book-running manager, and the underwriter has a 30-day option to purchase additional shares at the public offering price, less underwriting discounts and commissions. BCB Bancorp plans to use net proceeds for general corporate purposes, including maintaining liquidity, funding working capital, supporting bank capital in connection with the expected disposition of identified potential problem loans, reducing debt, and supporting capital and liquidity ratios at acceptable levels for both the company and BCB Community Bank.
BCB Bancorp, Inc. (BCBP) plans to raise equity through an underwritten public offering of common stock, with an intended 30‑day option for underwriters to buy additional shares, to support general corporate purposes and bolster bank capital and liquidity.
Management is aggressively addressing credit issues by marketing for sale a portfolio of problem loans totaling about $210 million of aggregate principal, plus about $96 million of additional commercial real estate and cannabis-related loans that are expected to be transferred to held for sale in the third quarter of 2026. The company anticipates a third-quarter provision for credit losses of $112–$120 million, including an expected $87 million pre‑tax loss tied to these loan actions, and has recorded a $50 million valuation allowance against its net deferred tax assets. As a result, BCB Bancorp currently expects to report a third‑quarter 2026 net loss of $126.2–$136.1 million, alongside an anticipated net interest margin of 2.90%–3.00%.
BCB Bancorp, Inc. (BCBP) plans a primary offering of common stock under its $100 million shelf registration, targeting approximately $75 million of gross proceeds in the third quarter of 2026 to support liquidity, regulatory capital and planned problem-loan dispositions.
The company is pursuing sizable credit de-risking actions, including marketing approximately $210 million of criticized and classified problem loans and an additional $96 million of commercial real estate and cannabis-related loans for sale or transfer to held for sale. These steps are expected to drive a very large third-quarter provision for credit losses in the range of $112–$120 million, a full valuation allowance of about $50 million against net deferred tax assets, and a projected net loss of $126.2–$136.1 million.
On a pro forma basis for the quarter ending September 30, 2026, total assets are projected at about $3.0 billion, with total gross loans of roughly $2.3 billion, deposits near $2.6 billion, and a Tier 1 leverage ratio of 7.9% at the holding company and 8.7% at the bank. Tangible book value per share is projected to decline from $14.73 at June 30, 2026 to $7.75 after the contemplated transactions, and dividends on common and preferred stock remain suspended following cumulative losses.
BCB Bancorp, Inc. (BCBP) is asking shareholders at a virtual special meeting in 2026 to approve a reincorporation from New Jersey to Delaware via a merger into a newly formed Delaware corporation, with each existing common and preferred share converting into one share of the corresponding Delaware corporation stock.
The Delaware charter would increase authorized common shares from 40,000,000 to 80,000,000 (preferred stock remains at 10,000,000), declassify the board so all directors stand for annual election, and adopt updated Delaware bylaws. Governance changes include eliminating shareholder action by written consent, limiting who can call special shareholder meetings, and adding an 80% supermajority plus minority-approval requirement for certain business combinations with 10%+ shareholders, alongside a Delaware exclusive-forum provision.
The board cites Delaware’s more developed corporate law, access to the Court of Chancery, and broader exculpation and indemnification for directors and officers as principal reasons, and unanimously recommends voting FOR both the reincorporation proposal and a proposal to adjourn the meeting if additional proxy solicitation is needed.
BCB Bancorp, Inc. (BCBP) reported a change in its independent registered public accounting firm. On September 2, 2026, the company dismissed Wolf & Company, P.C. as its auditor following approval by the Audit Committee and, on the same date, engaged Deloitte & Touche LLP as its new auditor, subject to Deloitte’s customary client acceptance procedures.
The company states that for the fiscal years ended December 31, 2025 and 2024 and the interim period through September 2, 2026, there were no disagreements with Wolf & Company on accounting principles, financial statement disclosure, or audit scope, and no reportable events under Item 304(a)(1)(v) of Regulation S-K. Wolf & Company’s prior reports contained no adverse opinions or disclaimers. The company also reports that it did not consult Deloitte on accounting matters or audit opinions during these periods.
BCB Bancorp, Inc. has put in place a shelf registration that permits it to offer up to $100,000,000 of common stock, preferred stock, debt securities, warrants, subscription rights, depositary shares, purchase contracts and units, in one or more offerings, from time to time. Specific terms and pricing for each issuance will be set in a related prospectus supplement, and net proceeds will be used for general corporate purposes.
BCB Bancorp is the holding company for BCB Community Bank, a community‑oriented financial institution. At June 30, 2026 it reported $3.118 billion in consolidated assets, $2.636 billion in deposits and $291.9 million in stockholders’ equity. As of August 14, 2026 there were 18,101,822 common shares outstanding; its common stock trades on the Nasdaq Global Market under the symbol “BCBP,” with a last reported price of $9.00 on August 13, 2026.
The company has outstanding Series J 8.0% and Series K 6% noncumulative perpetual preferred stock and has suspended quarterly cash dividends on its common and preferred stock as of June 18, 2026. It also has $40 million of 9.250% subordinated notes due 2034 and $4.1 million of trust preferred securities outstanding. On August 3, 2026 the board approved, subject to shareholder approval, a proposal to reincorporate from New Jersey to Delaware and move to annual director elections.
BCB Bancorp, Inc. reports weaker results for the quarter and six months ended June 30, 2026. Total assets were about $3.12 billion, down from $3.28 billion at December 31, 2025, while total deposits declined modestly to $2.64 billion.
For the June 2026 quarter, the company recorded a net loss of $14.8 million, compared with net income of $3.6 million a year earlier. Net interest income was relatively stable at $23.3 million, but results were heavily affected by a sharply higher provision for credit losses on loans of $19.0 million and a $5.3 million goodwill impairment. Non-interest income also included losses on loan sales and equity investments.
For the first six months of 2026, BCB reported a net loss of $9.9 million, versus a $4.8 million loss in 2025 and $8.7 million of net income in 2024. Operating cash flow remained positive at $14.7 million. The company reduced Federal Home Loan Bank advances from $235.0 million to $125.0 million, but stockholders’ equity declined to $291.9 million, partly reflecting losses and dividends.
BCB Bancorp, Inc. discussed second-quarter 2026 results and an ongoing balance-sheet cleanup under new CEO Thomas O’Brien, about 60 days into the role. The company has suspended dividends on both common and preferred shares to retain holding-company liquidity and build capital at the bank. Net interest margin saw a small improvement, rising by about 8 basis points to just over 3%. The quarter’s loss included a $5.3 million goodwill write-off, the only intangible on the balance sheet, and a substantial loan loss provision of $19 million, with $16.7 million tied to the C&I portfolio.
Management is conducting a comprehensive review of credit, focused on C&I, commercial real estate and the Business Express loan portfolio after aggressive growth from 2020–2023 and entry into businesses they “didn’t fully understand.” Business Express losses were about $10 million in 2025 and similar in 2024, but only $1.1 million year-to-date 2026, with reserve coverage at 15%. A broad C&I and CRE re-underwriting is underway, with leadership targeting clearer visibility on capital and portfolio disposition around Labor Day and the goal to “cleanse” financial statements by the third quarter. Core operating revenue has held near $25 million per quarter, but expenses will stay elevated near term due to consultants and legal work. The company highlights holding-company “double leverage” and subordinated debt as key constraints, is evaluating capital options, and plans to reincorporate in Delaware and eliminate staggered board terms to modernize governance.