VersaBank filings document its foreign issuer current reports and Canadian bank disclosures furnished to the SEC on Form 6-K. The records cover digital banking operations, Structured Receivable Program announcements, stablecoin custody services, cyber security and financial technology activities, and capital actions such as Normal Course Issuer Bid approvals.
The filing record also includes meeting notices, forms of proxy, management proxy circulars, voting results, auditor appointments, director elections, by-law matters, and references to annual financial statements. These materials describe governance, shareholder voting mechanics, reported operating results, capital-structure actions, and material business updates for the bank's branchless B2B model.
VersaBank (VBNK) is advancing a corporate reorganization under which Versa Bancorp will become the direct or indirect holding company of VersaBank and VersaBank USA National Association, aligning the group with a standard U.S. bank holding company framework.
A special meeting of shareholders will be held in person on September 16, 2026 at 10:30 a.m. ET in London, Ontario to consider and vote on the proposed reorganization. Shareholders of record at the close of business on August 10, 2026 are entitled to receive notice of and vote at the meeting. VersaBank’s board of directors unanimously recommends that shareholders vote “FOR” the proposal.
VersaBank and Versa Bancorp have signed a Reorganization Agreement, and a Registration Statement containing the management information circular and prospectus relating to the reorganization was declared effective by the SEC on August 4, 2026. These materials have been filed and mailed to shareholders and are available through the SEC, Canadian regulators and from VersaBank.
VersaBank (VBNK) has entered into a Reorganization Agreement with a newly formed Delaware corporation, Versa Bancorp, under which Versa Bancorp will become the holder of all outstanding VersaBank common shares. The reorganization will be implemented through a By-Laws amendment creating Exchangeable Shares, which existing common shares will be exchanged into, followed by a share exchange so Versa Bancorp owns all VersaBank common shares.
Versa Bancorp will file a Form S-4 registration statement with the U.S. SEC for the issuance of its common shares to U.S. VersaBank shareholders and will assume obligations under VersaBank’s Omnibus Long-Term Incentive Plan, issuing Versa Bancorp shares (or cash equivalents) on award settlement. Completion is subject to multiple conditions, including Bank Act approvals, U.S. Federal Reserve approvals, Competition Act clearance or a No Action Letter, TSX conditional listing approval for Versa Bancorp shares, and approval of a special Reorganization Resolution by at least two-thirds of votes cast at a VersaBank special meeting.
Versa Bancorp must deposit in escrow enough Versa Bancorp shares to satisfy the agreed consideration for shareholders (excluding dissenting shareholders). The transactions are intended to qualify as tax “reorganizations” and exchanges under specified sections of the U.S. Internal Revenue Code. Separately, VersaBank delivered an officer’s certificate stating it is relying on section 2.20 of National Instrument 54-101 to abridge the usual notice and communication timelines to beneficial owners for the special meeting.
VersaBank (VBNK) has called a September 16, 2026 special shareholder meeting to approve a reorganization that would make Versa Bancorp, a newly formed Delaware corporation, the holding company and new publicly traded parent of VersaBank via a one-for-one Share Exchange.
Each VersaBank share would be exchanged for an exchangeable share and then for one Versa Bancorp common share, except for validly dissenting shareholders, who would instead be entitled to receive the fair value of their shares. Up to 32,693,689 Versa Bancorp shares are being registered for issuance in the reorganization.
After completion, Versa Bancorp is expected to trade on TSX and Nasdaq under “VBNK”, become the SEC reporting issuer under Rule 12g‑3(a), and VersaBank may later cease to be a Canadian reporting issuer. The board unanimously recommends voting “FOR” the reorganization, which requires approval by at least two‑thirds of votes cast.
VersaBank announced that the U.S. SEC has declared effective its Form S-4 Registration Statement for a proposed corporate reorganization. The plan would create Versa Bancorp, a new Delaware corporation, as the direct holding company of VersaBank and VersaBank USA National Association.
A special shareholder meeting is scheduled in London, Ontario on September 16, 2026 to vote on the reorganization, with shareholders of record on August 10, 2026 entitled to vote. Completion remains subject to shareholder approval and additional regulatory approvals, including from the Canadian Minister of Finance and the U.S. Federal Reserve Board, and may not occur in a timely manner, if at all.
VersaBank announced that its Form S-4 Registration Statement, filed in connection with a proposed corporate reorganization to a standard U.S. bank framework, has been declared effective by the SEC. The Reorganization would make Versa Bancorp, a new Delaware corporation, the direct holding company of VersaBank and VersaBank USA National Association and successor publicly traded company.
VersaBank plans a special shareholder meeting on September 16, 2026, at 10:30 a.m. ET in London, Ontario, for shareholders of record as of August 10, 2026 to vote on the Reorganization. Completion remains subject to shareholder approval and various regulatory approvals, including from the Canadian Minister of Finance and the U.S. Federal Reserve Board, and there is no assurance approvals will be obtained.
The Registration Statement includes a Management Information Circular and Prospectus describing the Reorganization. Shareholders are urged to review the final materials, which will be mailed and made available through the SEC, SEDAR+, and VersaBank’s investor relations contacts.
VersaBank appointed investor relations veteran Lawrence Chamberlain as Global Senior Vice President, Investor and Stakeholder Relations, effective immediately. He has supported the bank’s investor relations program on a consulting basis for six years, and leadership cites his deep understanding of the business, strategy and growth opportunities.
Management commentary highlights expectations for significant, rapid growth from U.S. business and opportunities in the Digital Asset sector, as well as value-driving catalysts such as a proposed reorganization. The announcement also outlines VersaBank’s branchless business-to-business digital banking model, its Structured Receivable Program now extended to the underserved multi-trillion-dollar U.S. market after being described as highly successful in Canada for over 15 years, and its DRT Cyber subsidiary focused on cybersecurity and Real Bank Tokenized Deposits™. Forward-looking statements related to a registration statement, a shareholder meeting and the proposed reorganization are accompanied by an extensive discussion of economic, regulatory and market risks.
VersaBank plans a corporate reorganization that would place a new Delaware corporation, Versa Bancorp, as the direct holding company of VersaBank and VersaBank USA National Association. After completion, Versa Bancorp would replace VersaBank as the publicly traded entity in which current shareholders hold their equity interests.
The bank has called a special shareholder meeting for September 16, 2026, at 10:30 a.m. ET in London, Ontario, for shareholders of record as of August 10, 2026 to vote on the reorganization. VersaBank expects its Form S-4 Registration Statement for the transaction to be declared effective by the SEC in the coming weeks before the Management Information Circular and Prospectus are mailed.
Completion of the reorganization is also subject to various regulatory approvals, including from the Minister of Finance in Canada and the U.S. Federal Reserve Board. There is no assurance that shareholder or regulatory approvals will be obtained.
VersaBank plans to hold a special shareholder meeting on September 16, 2026 for shareholders to consider and vote on a proposed corporate reorganization into a standard U.S. bank holding company structure, under which Versa Bancorp, a new Delaware corporation, would become the direct holding company of VersaBank and VersaBank USA National Association.
Shareholders of record at the close of business on August 10, 2026 may vote at the meeting. The bank expects its Form S-4 registration statement for the reorganization to be declared effective by the SEC in the coming weeks. Completion of the reorganization remains subject to shareholder approval and regulatory approvals, including from the Canadian Minister of Finance and the U.S. Federal Reserve Board, and may not occur.
VersaBank, a North American leader in business-to-business digital banking and cybersecurity technology solutions, announced that management will participate in the KBW Summer Bank Conference in New York City on July 28-29, 2026, holding one-on-one meetings with investors and other stakeholders.
Discussions are expected to cover the strong momentum of the Bank’s Structured Receivable Program in the United States and significant near-term opportunities for its proprietary digital asset technology, including stablecoin and tokenized deposit initiatives. VersaBank also highlights its branchless digital funding model and its cybersecurity subsidiary DRT Cyber Inc., which develops technology for next-generation digital assets such as Real Bank Tokenized Deposits™.
VersaBank reported that it has added point-of-sale financing industry veteran Moe Danis, CFA, to its Structured Receivable Program (SRP) team to support business development, particularly with specialized large partners in the U.S. market, following increased demand after the launch of its Real-Time SRP.
Danis, who previously worked at VersaBank from 2010 to 2016, brings nearly five decades of experience in banking, leasing, finance and the private securitization market. Leadership comments emphasize his role in addressing significantly higher interest in the SRP, a funding solution for point-of-sale finance companies that VersaBank launched into the underserved multi-trillion-dollar U.S. market in August 2024 after more than 15 years of success in Canada. The communication also outlines VersaBank’s digital, branchless business-to-business banking model, its cybersecurity subsidiary DRT Cyber Inc., and includes cautions regarding forward-looking statements and macroeconomic, competitive and regulatory risks.