Sterling Bancorp, the holding company of Sterling Bank and Trust, F.S.B. (the “Bank”), announced the receipt of regulatory approval from the Board of Governors of the Federal Reserve System of the Company’s sale of all of the issued and outstanding shares of capital stock of the Bank to EverBank Financial Corp, a Delaware corporation (“EverBank”), which is the final regulatory approval needed to complete the sale transaction. The Company announced earlier today that EverBank had received regulatory approval for the transaction from the Office of the Comptroller of the Currency. In connection with the sale, the Company will receive 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, dated September 15, 2024.

The Company and EverBank have agreed that the closing of the sale transaction will occur before the market opens on April 1, 2025, subject to the satisfaction of the remaining closing conditions, all of which are expected to be satisfied.

The Company also announced that, in connection with the receipt of all regulatory approvals required for the sale transaction, the Company will notify the Nasdaq Capital Market (“Nasdaq”) of the anticipated closing date and the Company’s intent to request that Nasdaq (i) suspend trading of the Company’s common stock prior to the opening of trading on the closing date and (ii) withdraw the Company’s common stock from listing on Nasdaq after the close of trading on the closing date. At that time, the Company will file with the SEC a notification on Form 25 of the delisting of the Company’s common stock under Section 12(b) of the Securities Exchange Act of 1934, as amended. As a result, the Company intends that its common stock will no longer be listed on Nasdaq following the close of trading on the closing date.

Consistent with the plan of dissolution adopted by the Company’s board of directors and approved by the Company’s shareholders (the “Plan of Dissolution”), the Company intends to close the record books of the Company as of the close of business on the closing date, and set the closing date as the record date for all distributions to shareholders pursuant to the Plan of Dissolution. Further information regarding distributions will be made available on or around the closing date.