ck1437958-20250128

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K/A

(Amendment No.1)

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 28, 2025

COASTAL FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

Washington

001-38589

56-2392007

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

5415 Evergreen Way, Everett, Washington 98203

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (425) 257-9000

Not Applicable

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

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:


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

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

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

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

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, no par value per share	CCB	The Nasdaq Stock Market LLC

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).

Emerging growth company ⃞

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. ⃞

Explanatory Note

On January 28, 2025, Coastal Financial Corporation (the “Company”) filed a Current Report on Form 8-K (the “Original 8-K”) with the U.S. Securities and Exchange Commission (the “SEC”), which included as Exhibit 99.1 to the Original 8-K a press release (the “Original Press Release”) containing the Company’s preliminary results of operations and financial condition for the fiscal quarter and fiscal year ended December 31, 2024. The Company is filing this Amendment No.1 to the Original Form 8-K (the “Amended 8-K”) to furnish a revised earnings release that reflects corrections to certain items in the balance sheet, income statement and statement of cash flows included in the Original 8-K, resulting from errors made in the Company’s accounting related to certain fintech partners. No other figures or information in the Original 8-K are impacted by this correction and no other changes are made to the Original 8-K.

Item 2.02 Results of Operations and Financial Condition

On March 17, 2025, the Company filed an updated press release with its results of operations and financial condition for the fiscal quarter ended December 31, 2024, which is attached as Exhibit 99.1 to this Amended 8-K (the “Amended Press Release”).

As noted in the Explanatory Note, the Amended Press Release corrects certain items in the balance sheet, income statement and statement of cash flows included in the Original 8-K, resulting from errors made in the Company’s accounting related to certain fintech partners The adjustments resulted in impacts to certain line items of the Company’s income statement but did not impact the Company’s net income or earnings per share in the aforementioned financial statements for the fiscal quarter and fiscal year ended December 31, 2024.

The Amended Press Release “furnished” as Exhibit 99.1 to this Current Report on Form 8-K pursuant to General Instruction B.2 of Form 8-K and the information provided in Item 2.02 of this report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section. The information provided in Item 2.02 of this report, including Exhibit 99.1, shall not be deemed incorporated by reference into any filings the Company has made or may make under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise expressly stated in such filing.

Item 9.01 Financial Statements and Exhibits

Exhibits


Number						Description

99.1						Press Release, dated March 17, 2025
104						Cover Page Interactive Data File (Embedded within the Inline XBRL document)

SIGNATURES

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.


	COASTAL FINANCIAL CORPORATION

Date: March 17, 2025	By:	/s/ Joel G. Edwards
		Joel G. Edwards
		Executive Vice President and Chief Financial Officer

Amendment: Coastal Financial Corporation filed SEC Form 8-K: Results of Operations and Financial Condition, Financial Statements and Exhibits