Form 8-K - Current report

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Form 8-K

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Current Report

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

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Date of Report (Date of earliest event reported) July 19, 2024

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AMERISERV FINANCIAL, Inc.

(exact name of registrant as specified in its charter)

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Pennsylvania	​	0-11204	​	25-1424278
(State or other jurisdiction	​	(Commission	​	(IRS Employer
of incorporation)	​	File Number)	​	Identification No.)

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Main and Franklin Streets, Johnstown, PA	15901
(address of principal executive offices)	(Zip Code)

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Registrant's telephone number, including area code: 814-533-5300

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N/A

(Former name or former address, if changed since last report.)

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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:

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

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

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

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☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Securities registered pursuant to Section 12(b) of the Act:

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Title Of Each Class		Trading Symbol		Name of Each Exchange On Which Registered
Common Stock	​	ASRV	​	The NASDAQ Stock Market LLC

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter).

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Emerging growth company ☐

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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. ☐

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Form 8-K

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Item 8.01 Other events.

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On July 19, 2024, AmeriServ Financial, Inc. issued a press release announcing that its Board of Directors declared a $0.03 per share quarterly common stock cash dividend. The cash dividend is payable August 19, 2024 to shareholders of record on August 5, 2024. The press release, attached hereto as Exhibit 99.1, is incorporated herein.

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Item 9.01 Financial Statements and Exhibits.

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(d) Exhibits:

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99.1Press release dated July 19, 2024, of AmeriServ Financial, Inc.

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

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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.

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​	AMERISERV FINANCIAL, Inc.
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Date: July 19, 2024	By	/s/Michael D. Lynch
​	​	Michael D. Lynch
​	​	EVP & CFO

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Exhibit 99.1

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AMERISERV FINANCIAL, INC. ANNOUNCES QUARTERLY COMMON STOCK CASH DIVIDEND

JOHNSTOWN, PA – AmeriServ Financial, Inc. (NASDAQ: ASRV) announced that its Board of Directors declared a $0.03 per share quarterly common stock cash dividend.  The cash dividend is payable August 19, 2024 to shareholders of record on August 5, 2024.  This cash dividend represents a 4.65% annualized yield using the July 17, 2024 closing common stock price of $2.58.  For the first six months of 2024, the Company’s dividend payout ratio amounted to 66.7%.

AmeriServ Financial, Inc. is the parent of AmeriServ Financial Bank and AmeriServ Trust and Financial Services Company in Johnstown.  The Company’s subsidiaries provide full-service banking and wealth management services through sixteen community offices in southwestern Pennsylvania and Hagerstown, Maryland.  The Company also operates loan production offices in Altoona and Monroeville, Pennsylvania.  At June 30, 2024, AmeriServ had total assets of $1.4 billion and a book value of $6.28 per common share.  

Forward-Looking Statements

This news release contains forward-looking statements as defined in the Securities Exchange Act of 1934 and is subject to the safe harbors created therein. The forward-looking statements contained herein include, but are not limited to, information regarding AmeriServ's dividend program and future payment obligations. These forward-looking statements involve risks and uncertainties that could cause AmeriServ's results to differ materially from management's current expectations. Such risks and uncertainties are detailed in AmeriServ's filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended December 31, 2023. Forward-looking statements are based on the beliefs and assumptions of AmeriServ's management and on currently available information. The statements in this press release are made as of the date of this press release, even if subsequently made available by AmeriServ on its website or otherwise. AmeriServ undertakes no responsibility to publicly update or revise any forward-looking statement.

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Document and Entity Information	Jul. 19, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Document Period End Date	Jul. 19, 2024
Entity File Number	0-11204
Entity Registrant Name	AMERISERV FINANCIAL, Inc.
Entity Incorporation, State or Country Code	PA
Entity Tax Identification Number	25-1424278
Entity Address, Address Line One	Main and Franklin Streets
Entity Address, City or Town	Johnstown
Entity Address, State or Province	PA
Entity Address, Postal Zip Code	15901
City Area Code	814
Local Phone Number	533-5300
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	ASRV
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Entity Central Index Key	0000707605
Amendment Flag	false

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