July 27, 2023
Needham Bank announced the result of a Special Meeting of Depositors, green-lighting their intention to move to a new corporate structure.
This morning, Needham Bank posted a brief announcement on their website, sharing that their depositors have provided them with enough votes to pursue their reorganization into a stock form of ownership. If approved by regulators, the bank would transition ownership from its current, Massachusetts-chartered mutual holding company to a Maryland-chartered stock holding company.
It would not be the first big change for the institution. Needham Bank was originally incorporated in 1892 as a co-operative bank, in an effort led by William G. Moseley (1858- 1932). Moving into it’s current Great Plain Avenue branch location in 1923, the Needham Co-operative bank grew over the years, acquiring the Medfield Co-operative Bank in 1962, and the Dedham Co-operative Bank in 2007, when it changed its name to Needham Bank. It undertook a major corporate shift in 2019, when it filed to create and move ownership to NB Financial, MHC, a mutual holding company. At the time, the community voiced concerns that this was a move toward becoming a public traded commercial bank. Proponents of the change had explained that the move was being made to allow the bank to continue to expand, as Massachusetts law limited mergers and acquisitions of mutual holding companies to other mutual holding companies. The changeover was approved, and the bank continued to grow over the last four years, currently holding locations in 12 communities in eastern Massachusetts. A history of the bank from its origins to today was commissioned by Needham Bank and compliled by the Needham History Center and Museum. It may be found here.
On June 7th, the board of NB Financial unanimously adopted a resolution to convert the Mutual Holding Company. Under their plan, they would establish NB Bancorp, Inc. (NBBK), and create approximately 34.5 million shares, at an offering price of ten dollars a share. They would also create a charitable foundation to continue their local giving initiatives, and fund it with $2 million dollars and 4% of the created stock. They sent a notice of the initiatives to depositors and called for the special meeting on July 26th at the Boston Marriott in Newton. The letter and related information was posted by them, and may be found here.
Approval by the depositors does not guarantee that the change will take place. Needham Bank needs approval of regulatory bodies before the final decision can be made. In addition to the Securities and Exchange Commission, Needham Financial, MHC has filed with the Federal Reserve Board of Governors and the Massachusetts Division of Banks. While the public comment period closed for the Federal Reserve Board on July 24th, the MA Division of Banks is open for comments through August 2nd.
Please Note: The Needham Community Television Development Corporation, the governing body of the Needham Channel and Needham Local, is a depositor at Needham Bank and Needham Bank has been a funder for Needham Channel sports and municipal coverage.