---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-053876"
form_type: "8-K"
ticker: null
cik: "0001475348"
company_name: "Luther Burbank Corp"
filed_at: "2024-03-01T23:59:59+00:00"
generated_at: "2026-06-05T05:27:05.905892+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 1.0
calibrated_materiality_score: 1.0
confidence: "high"
source: SEC EDGAR
---

# Luther Burbank completes merger with WaFd; shares delisted from Nasdaq

## Summary
- Each LBC share converted into 0.3353 shares of WaFd common stock plus cash for fractional shares.
- Total consideration of approximately 17,088,993 shares of WaFd common stock issued.
- Effective March 1, 2024; LBC common stock suspended from trading on Nasdaq.
- All Luther Burbank directors and executive officers resigned; two former directors joined WaFd board.
- Luther Burbank's articles and bylaws ceased; WaFd's governing documents remain in effect.

## SEC filing metadata
- accession: 0001193125-24-053876
- form_type: 8-K
- cik: 0001475348
- company_name: Luther Burbank Corp
- filed_at: 2024-03-01T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 1.0
- calibrated_materiality_score: 1.0
- confidence: high
- sec_items: 2.01, 3.01, 3.03, 5.01, 5.02, 5.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1475348/000119312524053876/0001193125-24-053876-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1475348/000119312524053876/d778313d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-053876
- JSON: https://secwatch.observer/filing/0001193125-24-053876.json
- Plain text: https://secwatch.observer/filing/0001193125-24-053876.txt

## Key facts
- Executive change
  M. Max Yzaguirre was appointed as Director at Luther Burbank Corp.
  - Action: appointed
  - Role: Director
  source text: At the Effective Time, in accordance with the terms of the Merger Agreement, each of Luther Burbank’s directors and executive officers ceased serving in such capacities and Bradley M. Shuster and M. Max Yzaguirre, two former directors of Luther Burbank, were appointed to serve as directors of WaFd and WaFd Bank, in each case effective at the Effective Time.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1475348/000119312524053876/0001193125-24-053876-index.htm
- Executive change
  Bradley M. Shuster departed as Director at Luther Burbank Corp.
  - Action: ceased serving
  - Role: Director
  source text: At the Effective Time, in accordance with the terms of the Merger Agreement, each of Luther Burbank’s directors and executive officers ceased serving in such capacities and Bradley M. Shuster and M. Max Yzaguirre, two former directors of Luther Burbank, were appointed to serve as directors of WaFd and WaFd Bank, in each case effective at the Effective Time.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1475348/000119312524053876/0001193125-24-053876-index.htm
- Executive change
  M. Max Yzaguirre departed as Director at Luther Burbank Corp.
  - Action: ceased serving
  - Role: Director
  source text: At the Effective Time, in accordance with the terms of the Merger Agreement, each of Luther Burbank’s directors and executive officers ceased serving in such capacities and Bradley M. Shuster and M. Max Yzaguirre, two former directors of Luther Burbank, were appointed to serve as directors of WaFd and WaFd Bank, in each case effective at the Effective Time.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1475348/000119312524053876/0001193125-24-053876-index.htm
- Executive change
  Bradley M. Shuster was appointed as Director at Luther Burbank Corp.
  - Action: appointed
  - Role: Director
  source text: At the Effective Time, in accordance with the terms of the Merger Agreement, each of Luther Burbank’s directors and executive officers ceased serving in such capacities and Bradley M. Shuster and M. Max Yzaguirre, two former directors of Luther Burbank, were appointed to serve as directors of WaFd and WaFd Bank, in each case effective at the Effective Time.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1475348/000119312524053876/0001193125-24-053876-index.htm
- Governance Changes
  Luther Burbank Corp: Luther Burbank's articles of incorporation and bylaws ceased to be in effect due to merger with WaFd.
  - Change: bylaw amendment
  source text: At the Effective Time, Luther Burbank’s Articles of Incorporation and Amended and Restated Bylaws ceased to be in effect by operation of law.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1475348/000119312524053876/0001193125-24-053876-index.htm
- M&A Transactions
  Luther Burbank Corp underwent a change of control involving WaFd, Inc. for 0.3353 shares of WaFd common stock per share (closed 2024-02-29).
  - Action: change of control
  - Counterparty: WaFd, Inc.
  - Consideration: 0.3353 shares of WaFd common stock per share
  - Closing: 2024-02-29
  source text: Merger Agreement, each share of Luther Burbank common stock, no par value per share (“ LBC Common Stock ”), outstanding immediately prior to the Effective Time was converted into 0.3353 shares of WaFd common stock, par value $1.00 per share (“ WaFd Common Stock ”), with an amount in cash, without interest, to be paid in lieu of fractional shares (the “ Merger
  evidence_url: https://www.sec.gov/Archives/edgar/data/1475348/000119312524053876/0001193125-24-053876-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.