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 Exchange Act of 1934
Date of Report (Date of earliest event reported) March 16, 2017
CITIZENS FIRST CORPORATION
(Exact name of registrant as specified in its charter)
| | | | |
Kentucky | | 001-33126 | | 61-0912615 |
(State or other jurisdiction
of incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
| | |
1065 Ashley Street, Bowling Green, Kentucky | | 42103 |
(Address of principal executive offices) | | (Zip Code) |
Registrant's telephone number, including area code (270) 393-0700
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 obligations of the registrant under any of the following provisions (see General Instruction A.2. below):
[ ] 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))
5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
(a) On March 16, 2017, the board of directors of the Company approved an amendment to the Company’s Bylaws to provide that any director elected, or re-elected, to the Board of Directors of the Corporation at or after the 2017 annual meeting of shareholders must comply with the following share ownership requirement no later than twelve (12) months following the date of such election, or re-election, as applicable (subject to compliance with the Corporation’s insider trading policy and applicable law): such director must beneficially own no fewer than 5,000 shares of the common stock of the Corporation. Any stock compensation awarded to a director by the Corporation during the twelve (12) month period following such director’s election, or re-election, as applicable, to the Board of Directors will not be counted for purposes of determining whether such director has complied with the foregoing share beneficial ownership requirement within that 12 month period.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
The following exhibits are filed as part of this report:
| | |
Exhibit Number | | Description of Exhibit |
| | |
3.2 | | Amended and Restated Bylaws of Citizens First Corporation |
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.
| | |
| CITIZENS FIRST CORPORATION |
| (Registrant) |
| By: | /s/ M. Todd Kanipe |
| | M. Todd Kanipe |
| | President and Chief Executive Officer |
| |
| Date: March 22, 2017 |
