UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities and Exchange Act of 1934
Date of Report (Date of earliest event reported): May 8, 2009
TEXAS CAPITAL BANCSHARES, INC.
(Name of Registrant)
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| Delaware
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000-30533
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75-2679109 |
(State or other jurisdiction of
incorporation or organization)
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(Commission
File Number)
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(I.R.S. Employer
Identification Number) |
2000 McKinney Avenue, Suite 700, Dallas, Texas, U.S.A.
(Address of principal executive officers)
75201
(Zip Code)
214-932-6600
(Registrant’s telephone number,
including area code)
N/A
(Former address of principal executive offices)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 8.01. Other Events
On May 8, 2009, Texas Capital Bancshares, Inc. (the “Company”) issued a press release
announcing that it has been approved to repurchase its shares of Fixed Rate Perpetual Preferred
Stock, Series A sold to the U.S. Department of the Treasury pursuant to the TARP Capital Purchase
Program and the closing of its public offering of 4.6 million shares of the Company’s common stock
on May 8, 2009 (the “Offering”), a copy of which is included as Exhibit 99.1 to this report.
On May 5, 2009, the Company filed with the Securities and Exchange Commission a prospectus
supplement related to the Offering, dated May 5, 2009 (the “Prospectus Supplement”), to the base
prospectus contained in the Company’s effective registration statement on Form S-3 (File No.
333-158586) (“Registration Statement”). Exhibit 5.1 attached to this Current Report on Form 8-K is
incorporated by reference in its entirety into the Prospectus Supplement and Registration
Statement.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 5.1 |
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Opinion of Patton Boggs LLP regarding the validity of the common stock issued in the Offering. |
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| 23.1 |
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Consent of Patton Boggs LLP (included in Exhibit 5.1) |
| 99.1 |
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Press Release, dated May 8, 2009, of the Company. |