[8-K/A] The Bancorp Inc. Amends Material Event Report

Rhea-AI Filing Summary

On June 30, 2025, The Bancorp, Inc. (Nasdaq: TBBK) filed an amended Form 8-K to update investors on the disposition of a non-performing real-estate bridge-lending asset classified as Other Real Estate Owned (OREO). The apartment-complex asset carries a balance of $42.9 million as of June 30, 2025.

The company terminated the sale agreement on June 24, 2025 and demanded that the escrow agent release $3.0 million in earnest-money deposits to the company. Two days later, the buyer objected to the release without citing contractual grounds. Management asserts its entitlement to the funds and "intends to pursue" their release.

Beyond the OREO balance and deposit amount, no incremental financial or earnings data were provided, nor was a new timeline for monetizing the asset disclosed. The remainder of the filing consists of customary forward-looking-statement language and signature blocks.

Positive

• $3.0 million earnest-money could convert to cash if released, modestly boosting liquidity.
• Management’s prompt contract termination may prevent further value erosion of the $42.9 million asset.

Negative

• Termination leaves a $42.9 million non-earning OREO asset on the balance sheet, extending capital drag.
• Purchaser’s objection creates potential litigation, adding cost and uncertainty.
• No new timeline for asset disposition, limiting visibility for investors.

Insights

Financial Analyst

Terminated $42.9 M OREO sale keeps non-earning asset on books; $3 M deposit recovery helps liquidity but uncertainty and potential litigation create downside risk.

Balance-sheet drag: The apartment complex remains a $42.9 million non-earning asset, tying up capital and attracting carrying costs until a new buyer is found.
Liquidity impact: Potential receipt of the $3 million deposit would be a modest cash inflow (<1 % of June-30 asset balance) but is contested and uncertain.
Earnings visibility: No guidance was offered on impairment, write-downs, or timing of future disposition, limiting analysts’ ability to model recovery proceeds.
Overall view: The update is modestly negative; it prolongs asset-resolution uncertainty and introduces possible legal expenses, outweighing the relatively small deposit benefit.

Risk Analyst

Sale cancellation elevates asset-resolution risk; deposit dispute introduces potential litigation but does not immediately threaten capital ratios.

The aborted transaction re-opens market-value risk on a large OREO exposure. If real-estate conditions weaken, the company may face future impairments. Legal pursuit of the $3 million deposit could be protracted, yet the amount is immaterial to regulatory capital. No covenant breaches or going-concern issues are signaled, so systemic risk appears contained, but headline and execution risks rise.

true 0001295401 0001295401 2024-12-26 2024-12-26 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K/A

(Amendment No. 4)

Current Report

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 26, 2024 

The Bancorp, Inc. 

(Exact name of registrant as specified in its charter)

Commission File Number: 000-51018

Delaware		23-3016517
(State or other jurisdiction of incorporation)		(IRS Employer Identification No.)

409 Silverside Road

Wilmington, DE 19809

(Address of principal executive offices, including zip code)

302-385-5000 

(Registrant’s telephone number, including area code)

(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))

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

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $1.00 per share		TBBK		Nasdaq Global Select

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (§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 8.01. Other Events

The Bancorp, Inc. (the “Company”) is providing an update on the pending disposition of a certain real estate bridge lending asset. The majority of the Company’s “Other Real Estate Owned” property is comprised of an apartment complex. The underlying balance for this property is $42.9 million as of June 30, 2025.

As previously disclosed, the property was under an agreement of sale.  On June 24, 2025, the Company terminated the agreement of sale for the property and demanded the escrow agent release to Company all earnest money deposits received to date, totaling $3.0 million. On June 26, 2025, without providing any legal or contractual basis to do so, the purchaser objected to the release of the earnest money deposits. The Company believes it is entitled to the earnest money deposits and intends to pursue release of the funds.  

Cautionary Statement Regarding Forward-Looking Statements

This Current Report on Form 8-K/A may contain “forward-looking” statements within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. Forward-looking statements provide management’s current expectations of future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. Sentences containing words such as “believe,” “intend,” “plan,” “may,” “expect,” “should,” “could,” “anticipate,” “estimate,” “predict,” “project,” or their negatives, or other similar expressions of a future or forward-looking nature generally should be considered forward-looking statements. Forward-looking statements in this Current Report are based on management’s current expectations and assumptions about future events that involve inherent risks and uncertainties and may concern, among other things, the Company’s expectations related to the consideration in connection with the termination of the agreement. While the Company considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory, and other risks and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control. The Company undertakes no obligation to review or update any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law.

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: June 30, 2025	The Bancorp, Inc.
	By:	/s/ Erika Caesar
	Name:	Erika Caesar
	Title:	EVP, General Counsel and Corporate Secretary

FAQ

Why did The Bancorp (TBBK) file an amended 8-K?

To report termination of the sale agreement for a $42.9 million apartment-complex OREO asset and its pursuit of a $3 million deposit.

What is the value of the real estate asset involved?

The apartment complex carries a balance of $42.9 million as of June 30, 2025.

How much earnest-money is in dispute?

The company seeks release of $3.0 million in earnest-money deposits held by an escrow agent.

Did the buyer provide a reason for objecting to the deposit release?

No. The filing states the purchaser objected "without providing any legal or contractual basis."

What impact does this event have on TBBK’s earnings guidance?

The filing contains no earnings guidance or quantified impact beyond stating management’s intention to pursue the deposit.

Is there a new timeline for selling the asset?

No revised timetable for disposition was disclosed in the filing.