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):  November 9, 2023

Texas Community Bancshares, Inc.
(Exact Name of Registrant as Specified in its Charter)

Maryland
001-40610
86-2760335
(State or Other Jurisdiction of Incorporation)
  
(Commission File No.)
  
(I.R.S. Employer Identification No.)
 
215 West Broad Street, Mineola, Texas
  
75773
(Address of Principal Executive Offices)
  
(Zip Code)

(903) 569-2602
(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:

☐
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:

Common stock, par value $0.01 per share
  
TCBS
  
The Nasdaq Stock Market LLC
Title of Each Class
  
Trading Symbol(s)
  
Name of Each Exchange on Which Registered

Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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.

On November 9, 2023, Texas Community Bancshares, Inc. (the “Company”) issued a press release announcing that the Company’s Board of Directors has approved a new stock repurchase program that authorizes the Company to repurchase up to 161,316 shares of its common stock, which equals approximately 5% of its outstanding common stock as of October 25, 2023.  The Company also announced that as of November 3, 2023, it had completed the repurchase of all 164,842 shares of its common stock authorized under the previously reported share repurchase program.  For additional information, refer to the press release dated November 9, 2023, which is filed as an exhibit hereto and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d)
Exhibits


99.1

104
Cover Page Interactive Data File (embedded within the Inline XBRL document)


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.

   
TEXAS COMMUNITY BANCSHARES, INC.
     
     
Date: November 9, 2023
By:  
 /s/ James H. Herlocker, III
   
James H. Herlocker, III
   
Chairman, President and Chief Executive Officer

EXHIBIT 99.1



Texas Community Bancshares, Inc. Authorizes New Stock Repurchase Program
MINEOLA, Texas; November 9, 2023 - Texas Community Bancshares, Inc. (the “Company”) (NASDAQ: TCBS), the holding company of Mineola Community Bank, S.S.B., announced that its Board of Directors has approved a new stock repurchase program that authorizes the Company to repurchase up to 161,316 shares, which equals approximately 5% of its outstanding common stock as of October 25, 2023.  The Company also announced that as of November 3, 2023, it had completed the repurchase of all 164,842 shares of its common stock authorized under the prior share repurchase program previously disclosed.
The Company intends to conduct any repurchases through open market purchases, including by means of a trading plan adopted under SEC Rule 10b5-1, or in privately negotiated transactions, subject to market conditions and other factors. There is no guarantee as to the exact number of shares that the Company may repurchase.  Throughout the execution of this program, the Company is committed to retaining the financial flexibility it needs to invest in its core operations. The stock repurchase program may be suspended or discontinued at any time.

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