CAROLINA FINANCIAL CORP : Completion of Acquisition or Disposition of Assets, Change in Directors or Principal Officers, Financial Statements and Exhibits (form 8-K)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

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 31, 2019

CAROLINA
FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(S

tate

or other jurisdiction of incorporation)

001-10897

(Commission

File Number)

57-1039673

(IRS

Employer Identification No.)

288

Meeting Street, Charleston, South Carolina

(Address

of principal executive offices)

29401

(Zip

Code)

(843)723-7700

(Registrant’s telephone number, including area code)

Not Applicable

(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 (see General Instruction A.2. below):

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))