COASTAL FINANCIAL CORP
For the period ended Dec 31, 2023. Filed Mar 15, 2024.
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FY2023 · Filed Mar 15, 2024
CCB$42.91-1.6%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(1)The financial statements required in response to this item are incorporated herein by reference from Item 8 of this Report on Form 10-K.
(2)All financial statement schedules are omitted because they are not required or applicable, or the required information is shown in the consolidated financial statements or the notes thereto.
(3)Exhibits
| No. | Description | Location |
| 3.1 | Second Amended and Restated Certificate of Incorporation of Coastal Financial Corporation | Incorporated herein by reference toExhibit 3.1 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 3.2 | Articles of Amendment to the Second Amended and Restated Articles of Incorporation of Coastal Financial Corporation | Incorporated herein by reference toExhibit 3.2 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 3.3 | Amended and Restated Bylaws of Coastal Financial Corporation | Incorporated herein by reference toExhibit 3.3 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 4.1* | Form of Common Stock Certificate of Coastal Financial Corporation | Incorporated herein by reference toExhibit 4.1 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 4.2 | Description of Securities | Incorporated herein by reference toExhibit 4.2 to the Company’s Annual Report on Form 10-K (File No. 001-38589), filed with the Commission on March 12, 2020. |
| 4.3 | Form of 3.375% Fixed-to-Floating Rate Subordinated Note due September 1, 2031 | Incorporated herein by reference to Exhibit 4.1 of the Company’s Form 8-K (File No. 001-38589), filed with the Securities and Exchange Commission on August 18, 2021. |
| 4.4 | Form of 7.00% Fixed-to-Floating Rate Subordinated Note due November 1, 2032 | Incorporated herein by reference to Exhibit 4.1 of the Company’s Form 8-K (File No. 001-38589), filed with the Securities and Exchange Commission on November 1, 2022. |
| 10.1+ | 2006 Stock Option and Equity Compensation Plan | Incorporated herein by reference toExhibit 10.1 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.2+ | First Amendment to the 2006 Stock Option and Equity Compensation Plan | Incorporated herein by reference toExhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-38589), filed with the Commission on August 7, 2020. |
| 10.3+ | Directors’ Stock Bonus Plan | Incorporated herein by reference toExhibit 10.2 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.4+ | 2018 Omnibus Incentive Plan | Incorporated herein by reference toExhibit 10.3 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.5+ | Coastal Financial Corporation Annual Incentive Plan | Incorporated herein by reference toExhibit 10.4 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.6+ | Second Amended and Restated Employment Agreement by and among Coastal Financial Corporation, Coastal Community Bank and Eric M. Sprink dated October 4, 2021. | Incorporated herein by reference to Exhibit 10.1 of the Company’s Form 8-K (File No. 001-38589), filed with the Securities and Exchange Commission on October 7, 2021. |
| 10.7+ | Amended and Restated Change in Control Severance Agreement by and among Coastal Financial Corporation, Coastal Community Bank, and Joel Edwards | Incorporated herein by reference toExhibit 10.6 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.8 | Lease dated October 21, 1996, between certain persons and Coastal Community Bank | Incorporated herein by reference toExhibit 10.9 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.9 | Lease Amendment 1.0 dated as of August 15, 2006, between certain persons and Coastal Community Bank | Incorporated herein by reference toExhibit 10.10 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.10 | Lease Amendment 2.0 dated as of March 31, 2008, between certain persons and Coastal Community Bank | Incorporated herein by reference toExhibit 10.11 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.11 | Lease Amendment 3.0 dated as of June 29, 2009, between certain persons and Coastal Community Bank | Incorporated herein by reference toExhibit 10.12 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.12 | Lease Amendment 4.0 dated as of January 31, 2023, between certain persons and Coastal Community Bank | Incorporated herein by reference to Exhibit 10.12 to the Company’s Annual Report on Form 10-K (File No. 001-38589), filed with the Commission on March 16, 2023 |
| 10.13 | Investment Agreement dated as of March 30, 2011, between Coastal Financial Corporation and Steven D. Hovde | Incorporated herein by reference toExhibit 10.13 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.14 | First Amendment to Investment Agreement dated as of May 9, 2019, between Coastal Financial Corporation and Steven D. Hovde | Incorporated herein by reference toExhibit 10.20 to the Company’s Registration Statement on Form S-1 (File No. 333-225715), filed with the Commission on June 19, 2018 |
| 10.15# | Program Agreement dated as of September 26, 2019 by and between Coastal Community Bank and Aspiration Financial, LLC | Incorporated herein by reference to Exhibit 10.1 to Amendment No. 1 to the Company’s Current Report on Form 8-K/A (File No. 001-38589) filed on March 21, 2019. |
| 10.16+ | Form of Change in Control Severance Agreement | Incorporated herein by reference toExhibit 10.1 to the Company’s Quarterly Report on Form 10-Q (File No. 001-38589), filed with the Commission on May 8, 2020. |
| 10.17+ | Amended Non-Employee Director Compensation Policy | Incorporated herein by reference toExhibit 10.2 to the Company’s Quarterly Report on Form 10-Q (File No. 001-38589), filed with the Commission on November 6, 2020. |
| 10.18 | Form of Subordinated Note Purchase Agreement, dated as of August 18, 2021 | Incorporated herein by reference toExhibit 10.1 of the Company’s Form 8-K (File No. 001-38589), filed with the Securities and Exchange Commission on August 18, 2021. |
| 10.19 | Form of Subordinated Note Purchase Agreement, dated as of November 1, 2022 | Incorporated herein by reference toExhibit 10.1 of the Company’s Form 8-K (File No. 001-38589), filed with the Securities and Exchange Commission on November 1, 2022. |
| 21.1 | Subsidiaries | Incorporated herein by reference toExhibit 21.1 of the Company’s Form 10-K (File No. 001-38589), filed with the Securities and Exchange Commission on March 14, 2022. |
| 23.1 | Consent of Moss Adams LLP | Filed herewith |
| 31.1 | Certification of the Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed herewith |
| 31.2 | Certification of the Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Filed herewith |
| 32.1 | Certifications of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Filed herewith |
| 32.2 | Certifications of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Filed herewith |
| 97.1 | Executive Compensation Clawback Policy | Filed herewith |
| 101 | The following materials from the Company’s Annual Report on Form 10-K for the year ended December 31, 2020, formatted in inline XBRL (Extensible Business Reporting Language): (i) the Consolidated Balance Sheet, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statement of Changes in Shareholders’ Equity, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to the Consolidated Financial Statements | Filed herewith |
| 104 | Cover Page Interactive Data (formatted as Inline XBRL and contained in Exhibit 101 filed herewith) |
- Management contract or compensatory plan, contract or arrangement.
Portions of this exhibit have been omitted pursuant to a request for confidential treatment and the non-public information has been filed separately with the SEC.
*Certain instruments defining the rights of holders of long-term debt securities of the Company and its subsidiaries are omitted pursuant to section (b)(4)(iii)(A) of Item 601 of Regulation S-K. The Company hereby agrees to furnish copies of these instruments to the SEC upon request.
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