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): | October 28, 2015 |
Federal Home Loan Bank of Topeka
__________________________________________
(Exact name of registrant as specified in its charter)
Federally Chartered Corporation | 000-52004 | 48-0561319 |
_____________________ (State or other jurisdiction | _____________ (Commission | ______________ (I.R.S. Employer |
of incorporation) | File Number) | Identification No.) |
One Security Benefit Pl. Suite 100, Topeka, Kansas | 66606 | |
_________________________________ (Address of principal executive offices) | ___________ (Zip Code) |
Registrant’s telephone number, including area code: | 785.233.0507 |
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))
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 3, 2015, the Federal Home Loan Bank of Topeka (FHLBank) declared elected the following individuals in FHLBank’s 2015 election of directors with terms commencing on January 1, 2016:
• Holly Easterling, Secretary of the Department of Treasury, Chickasaw Nation (Independent Director)
• G. Bridger Cox, Chairman and President, Citizens Bank & Trust Company, Ardmore, Oklahoma (Member Director)
• Bruce A. Schriefer, Director, Bankers’ Bank of Kansas, Wichita, Kansas (Member Director)
• Michael B. Jacobson, Chairman/President/CEO, NebraskaLand National Bank, North Platte, Nebraska (Member Director)
Each of the directors will serve four year terms expiring December 31, 2019.
Messrs. Cox, Schriefer and Jacobson are incumbent directors with terms expiring on December 31, 2015. Mr. Cox is currently chair of FHLBank’s board and chair of the Executive committee. Mr. Schriefer currently serves as chair of the Risk Oversight committee and as a member of the Audit, Executive and Housing & Governance committees. Mr. Jacobson currently serves as a member of the Audit and Housing & Governance committees.
Ms. Easterling does not currently serve on FHLBank’s board. At the time of this filing there has been no determination on which committees any of the FHLBank directors may serve in 2016.
On September 21, 2015, FHLBank filed a Form 8-K announcing that Messrs. Cox and Schriefer were deemed elected as Member Directors of FHLBank’s board of directors because they were the only nominees who accepted the nominations for member directorships in their respective states. The Form 8-K filed by FHLBank on September 21, 2015, is incorporated herein by reference.
The election of directors took place in accordance with the rules governing the election of Federal Home Loan Bank directors specified in the Federal Home Loan Bank Act, as amended (the Bank Act), and the related regulations of the Federal Housing Finance Agency (FHFA).
Pursuant to the Bank Act and FHFA regulations, the majority of FHLBank’s directors, known as Member Directors, are elected by FHLBank’s membership in each state. The remaining directors, known as Independent Directors and which include Public Interest Directors, are elected through district-wide elections. In the normal course of its business, FHLBank extends credit to members whose officers or directors may serve as member directors of FHLBank. All loans extended by FHLBank to such members are on market terms that are no more favorable to them than the terms of comparable transactions with other members.
FHLBank will compensate its directors pursuant to FHLBank’s 2016 Board of Directors Compensation Policy, which will become effective on January 1, 2016. The purpose of the Board of Directors Compensation Policy is to provide directors reasonable compensation for their time and effort exerted in performing their duties as directors of FHLBank.
FHLBank directors will be compensated for their time while serving as directors through the payment of fees that are intended to compensate directors for their time preparing for and attending board and committee meetings and fulfilling the other obligations of a director of FHLBank. The Board of Directors Compensation Policy establishes a Maximum Annual Compensation, which generally provides that a director (other than board chair, board vice chair, and committee chairs) may be paid a total of $95,000. The board chair is subject to a Maximum Annual Compensation of $125,000 and the board vice chair and those directors serving as committee chairs are subject to Maximum Annual Compensation of $105,000. In the event an individual serves as both vice chair and as a committee chair, that individual shall be entitled to an increase of $5,000 in his or her Maximum Annual Compensation. Directors will receive one quarter of the Maximum Annual Compensation following the end of each calendar quarter. Directors will also be entitled to reimbursement for all necessary and reasonable travel, subsistence and other related expenses incurred in connection with the performance of their official duties. Directors may realize the benefit of reasonable spousal or guest travel expenses that qualify as perquisites for one meeting per calendar year as designated by the chair of the board.
A copy of the Board of Directors Compensation Policy is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
Also on November 3, 2015, FHLBank distributed a message to its members announcing the election of FHLBank directors. A copy of the message to members is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
FHLBank’s director election concluded on October 28, 2015. The results of the director election were declared final as described in Item 5.02 of this Current Report on Form 8-K. Complete voting results are included in the message to members that is attached to this Current Report on Form 8-K as Exhibit 99.1, which is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
The information provided in Items 5.02 and 5.07 of this Current Report on Form 8-K is incorporated herein by reference.
The information contained in this Current Report on Form 8-K and the information contained in Exhibit 99.1 is being furnished and 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 of that section. It may only be incorporated by reference in another filing under the Exchange Act or the Securities Act of 1933 if such subsequent filing specifically references this Current Report on Form 8-K. In addition, the furnishing of information in this Current Report on Form 8-K is not intended to, and does not, constitute a determination or admission by FHLBank that the information is material or complete.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1 2016 Board of Directors Compensation Policy.
99.1 Message to FHLBank members dated November 3, 2015, announcing FHLBank’s election results.
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.
Federal Home Loan Bank of Topeka | ||||
November 3, 2015 | By: | /s/ Patrick C. Doran | ||
Name: Patrick C. Doran | ||||
Title: SVP, General Counsel |
Exhibit Index
Exhibit No. | Description | |
10.1 | 2016 Board of Directors Compensation Policy | |
99.1 | Message to FHLBank members dated November 3, 2015, announcing FHLBank’s election results |