--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-25-030586" form_type: "8-K" ticker: null cik: "0001680379" company_name: "Sterling Bancorp, Inc." filed_at: "2025-04-01T23:59:59+00:00" generated_at: "2026-05-24T00:49:41.953532+00:00" event_type: "m_and_a" sentiment: "positive" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Sterling Bancorp closes $261M sale of bank to EverBank; announces $4.85/share liquidating distribution ## Summary - Received $261M cash for sale of all shares of Sterling Bank and Trust to EverBank, effective April 1, 2025. - Declared initial liquidating distribution of $4.85 per share (~$252M) payable April 8, 2025 to holders of record April 1, 2025. - Thomas O'Brien stepped down as Chairman, President and CEO; remains on Board; Steven Gallotta appointed Board Chairman. - Common stock delisted from Nasdaq; company filed Form 25 and expects to file Form 15 to suspend SEC reporting. - Resignations of directors Daitch, Dedrick, Wineman, Okorie; Knott and Meredith stay as consultants with monthly fees. ## SEC filing metadata - accession: 0001104659-25-030586 - form_type: 8-K - cik: 0001680379 - company_name: Sterling Bancorp, Inc. - filed_at: 2025-04-01T23:59:59+00:00 - event_type: m_and_a - sentiment: positive - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 2.01, 3.01, 3.03, 5.02, 8.01, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/tm2510964d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-25-030586 - JSON: https://secwatch.observer/filing/0001104659-25-030586.json - Plain text: https://secwatch.observer/filing/0001104659-25-030586.txt ## Key facts - Executive change Thomas M. O'Brien changed role as Chairman, President and Chief Executive Officer at Sterling Bancorp, Inc.. - Action: stepped down - Role: Chairman, President and Chief Executive Officer source text: Thomas M. O’Brien stepped down as Chairman, President and Chief Executive Officer evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - Executive change Benjamin Wineman resigned as Director at Sterling Bancorp, Inc.. - Action: resigned - Role: Director source text: Peggy Daitch, Tracey Dedrick, Benjamin Wineman and Eboh Okorie have resigned from their roles as directors evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - Executive change Christine Meredith changed role as Chief Operating Officer at Sterling Bancorp, Inc.. - Action: stepped down - Role: Chief Operating Officer source text: Christine Meredith stepped down as Chief Operating Officer evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - Executive change Tracey Dedrick resigned as Director at Sterling Bancorp, Inc.. - Action: resigned - Role: Director source text: Peggy Daitch, Tracey Dedrick, Benjamin Wineman and Eboh Okorie have resigned from their roles as directors evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - Executive change Elizabeth M. Keogh departed as Chief Legal Officer and Corporate Secretary at Sterling Bancorp, Inc.. - Action: stepped down - Role: Chief Legal Officer and Corporate Secretary source text: Elizabeth M. Keogh stepped down as Chief Legal Officer and Corporate Secretary evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - Executive change Steven E. Gallotta was appointed as Chairman of the Board at Sterling Bancorp, Inc.. - Action: appointed - Role: Chairman of the Board source text: Steven E. Gallotta has been appointed Chairman of the Board evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - Executive change Peggy Daitch resigned as Director at Sterling Bancorp, Inc.. - Action: resigned - Role: Director source text: Peggy Daitch, Tracey Dedrick, Benjamin Wineman and Eboh Okorie have resigned from their roles as directors evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - Executive change Karen Knott changed role as Executive Vice President at Sterling Bancorp, Inc.. - Action: stepped down - Role: Executive Vice President source text: Karen Knott stepped down as Executive Vice President evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - Executive change Eboh Okorie resigned as Director at Sterling Bancorp, Inc.. - Action: resigned - Role: Director source text: Peggy Daitch, Tracey Dedrick, Benjamin Wineman and Eboh Okorie have resigned from their roles as directors evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - Executive change Eleni Willis departed as Chief Risk Officer at Sterling Bancorp, Inc.. - Action: stepped down - Role: Chief Risk Officer source text: Eleni Willis stepped down as Chief Risk Officer evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - M&A Transactions Sterling Bancorp, Inc. completed a disposition involving Bayview Acquisitions LLC (closed 2025-03-28). - Action: disposition - Counterparty: Bayview Acquisitions LLC - Closing: 2025-03-28 source text: On March 28, 2025, the Bank completed the previously announced sale of all of its residential tenant-in-common mortgage loans to Bayview Acquisitions LLC, a Delaware limited liability company (“Bayview”), pursuant to the definitive Mortgage Loan Purchase Agreement between the Bank and Bayview, which was a condition to the closing of the sale transaction. evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm - M&A Transactions Sterling Bancorp, Inc. completed a disposition involving EverBank Financial Corp for $261 million in cash (closed 2025-03-31). - Action: disposition - Counterparty: EverBank Financial Corp - Consideration: $261 million in cash - Closing: 2025-03-31 source text: became effective as of 12:01 a.m. (Eastern Time) on April 1, 2025. In connection with the closing of the sale transaction, the Company received a fixed purchase price of $261 million in cash pursuant to the definitive Stock Purchase Agreement by and among the Company, the Bank and EverBank. Immediately following the effectiveness of the sale transaction, the evidence_url: https://www.sec.gov/Archives/edgar/data/1680379/000110465925030586/0001104659-25-030586-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.