Form DEFA14A - Additional definitive proxy soliciting materials and Rule 14(a)(12) material
29 Oktober 2024 - 8:51PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
Proxy Statement Pursuant to Section
14(a) of
the Securities Exchange Act of 1934
Filed by the Registrant x
Filed by a Party other than the Registrant ¨
Check the appropriate box:
| ¨ | Preliminary Proxy Statement |
| ¨ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ¨ | Definitive Proxy Statement |
| x | Definitive Additional Materials |
| ¨ | Soliciting Material under §240.14a-12 |
Sterling Bancorp, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than
the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ¨ | Fee paid previously with preliminary materials |
| ¨ | Fee computed on table in exhibit required by Item 25(b) per
Exchange Act Rules 14a-6(i)(1) and 0-11 |
| October 22, 2024
An Update on Our Transition Planning
To: All Sterling Bank & Trust Employees
From: Greg Seibly, EverBank CEO
David DePillo, EverBank President
Dear Sterling Bank Employees:
We’re pleased to tell you that since we were last in touch, teams from across EverBank and Sterling Bank &
Trust have continued to make great progress mapping out transition plans for after the acquisition transaction
closes in early 2025. Today, we want to give you an update on how we’re doing, where we’re headed and
what to expect in the coming months.
As we announced in September, we expect the transaction to close in the first quarter of 2025, subject to
Sterling Bancorp’s shareholder and federal regulatory approvals and customary closing conditions. We refer
to the date of closing as Legal Day One, or LD1.
Until then, we are focused on planning for the transition, which is progressing well. We’ve assembled a large,
cross-functional team which includes workstreams representing every part of our bank, including Human
Resources, IT and Cyber Security, Operations, Marketing, Client Experience, Legal, Risk, Credit,
Compliance, Deposits and Products, Capital Markets and Internal Audit.
EverBank project team members are now working closely with their Sterling Bank counterparts, and we’ve
had a series of great first meetings and calls to bring everyone together.
Our Transition team has one shared goal: creating a comprehensive, go-forward transition plan that puts our
clients – and you – at the center of everything we do.
Our Shared Focus
Until the transaction closes, it remains business-as-usual for all Sterling Bank and EverBank consumer and
commercial clients, with no changes in accounts or services. We’re planning a smooth transition for Sterling
Bank clients after the transaction is completed, with no expected disruptions in banking services.
We’re also planning a smooth transition for Sterling Bank employees.
The Transition team is creating a highly detailed, integrated plan that reflects the priorities of each work
stream in the months leading up to the transaction close on LD1 and important milestones that will follow in
2025, including rebranding and the conversion of core bank operating platforms referred to as Customer Day
1, which is expected to occur in the second half of 2025.
We’re following a holistic, flexible approach to the transition project, and we’ll continue to refine our plans as
we move forward. As we do this, our key focus remains serving our clients, meeting performance goals and
ensuring employees at both banks fully understand their roles and where we’re headed. |
| This truly is a team effort, and every employee at both banks has a vital role to play in this process.
Decisions on Important Employee Matters
Many members of our EverBank team have been through bank mergers, sales and acquisitions several
times in their careers. All of us understand that transitions are stressful, and we know that many of you have
important questions about matters that are critical to you and your families.
While it’s still early in the process, we want you to know that we’re working quickly to make decisions on
staffing needs, benefits, business integration and our go-forward strategy. We’re guided by a set of core
values centered on integrity, teamwork, client success and performance. As we move through this process,
we’re committed to timely and transparent communications, and treating every employee with respect and
dignity.
For Sterling Bank’s Retail Branch associates, your role with EverBank will remain unchanged after the
transaction closes. Because transition-planning efforts remain ongoing, we’ll be able to share more
information about positions and roles as we approach LD1. Our goal is to notify Sterling Bank employees of
their post-LD1 employment status in a timely manner, in most cases notifying prior to LD1 though some may
occur thereafter. We’d also like to clarify that decisions to retain back-office positions have not been made at
this time, and we will communicate those decisions prior to LD1.
Over the coming weeks as we begin to assess our resource needs post-LD1, we will begin setting up
meetings so the EverBank teams can get to know you more individually and the work that you do for Sterling
Bank. These meetings will be coordinated through your Sterling Bank management team. More information
about these calls will be forthcoming.
EverBank offers a competitive benefits package to all employees. At this time, benefits for 2025 have not
been finalized, but we hope to be able to share details about our benefits in the coming weeks. We can tell
you that our health, welfare and retirement savings benefits are competitive with the industry, reflecting our
commitment to all associates and their families.
As we work toward the transaction close and future transition, you have our promise to be candid and
transparent about everything we do and the decisions that we make. We’ll share additional updates with you,
and working with the Sterling Bank leadership, we look forward to being in touch again soon.
Sincerely,
|
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