This Form 8-K/A is filed as an amendment (the “Amendment”) to the Current Report on Form 8-K filed by TCF Financial Corporation (“TCF” or the “Corporation”) on October 26, 2020 (the “Current Report”). This Amendment is being filed solely for the purpose of correcting the misstated dividend record date for each of TCF’s common stock and 5.70% Series C Non-Cumulative Perpetual Preferred Stock (the “Record Date”), which was mistakenly reported as November 16, 2020 in the earnings press release attached as Exhibit 99.1 to the Current Report. The correct Record Date is November 13, 2020. No other revisions are being made to the information disclosed in the Current Report, and no other changes are being made to any other disclosure contained in the Current Report.true0000019612
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 26, 2020
TCF FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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Michigan
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000-08185
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38-2022454
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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333 W. Fort Street, Suite 1800, Detroit, Michigan 48226
(Address of principal executive offices, including Zip Code)
(800) 867-9757
(Registrant’s telephone number, including area code)
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:
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(Title of each class)
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(Trading Symbol(s))
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(Name of exchange on which registered)
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Common Stock (par value $1 per share)
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TCF
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The NASDAQ Stock Market
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Depositary shares, each representing a 1/1000th interest in a share of the 5.70% Series C Non-Cumulative Perpetual Preferred Stock
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TCFCP
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The NASDAQ Stock Market
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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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐ 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. ☐
Explanatory Note
This Form 8-K/A is filed as an amendment (the “Amendment”) to the Current Report on Form 8-K filed by TCF Financial Corporation (“TCF” or the “Corporation”) on October 26, 2020 (the “Current Report”). This Amendment is being filed solely for the purpose of correcting the misstated dividend record date for each of TCF’s common stock and 5.70% Series C Non-Cumulative Perpetual Preferred Stock (the “Record Date”), which was mistakenly reported as November 16, 2020 in the earnings press release attached as Exhibit 99.1 to the Current Report. The correct Record Date is November 13, 2020.
No other revisions are being made to the information disclosed in the Current Report, and no other changes are being made to any other disclosure contained in the Current Report.
Item 2.02 Results of Operations and Financial Condition.
On October 27, 2020, TCF issued a corrected earnings press release for the quarter ended September 30, 2020, a copy of which is attached hereto as Exhibit 99.1 and is incorporated by reference in this Item 2.02. The information contained in this Item 2.02 and in Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit No.
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Description
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99.1
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104
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Interactive Data File
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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, thereunto duly authorized.
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TCF FINANCIAL CORPORATION
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/s/ Brian W. Maass
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Brian W. Maass,
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
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/s/ Kathleen S. Wendt
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Kathleen S. Wendt,
Executive Vice President and Chief Accounting Officer
(Principal Accounting Officer)
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Dated: October 28, 2020