UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):December 16, 2010
(Updating November 16, 2010 Event)
FEDERAL HOME LOAN BANK OF CHICAGO
(Exact name of registrant as specified in its charter)
Federally chartered corporation | 000-51401 | 36-6001019 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (IRS Employer Identification No.) |
| | | |
| | |
200 East Randolph Drive Chicago, Illinois | | 60601 |
| | (Zip Code) |
(Address of principal executive offices) | | |
Registrant's telephone number, including area code:
(312) 565-5700
Former name or former address, if changed since last report:
Not Applicable
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
(d) Election of Directors
On November 18, 2010, the Federal Home Loan Bank of Chicago (the "Bank") announced that Roger L. Lehmann and William W. Sennholz had been re-elected and Michael G. Steelman had been newly elected to the Bank's Board of Directors ("Board") and reported this information on the Bank's Form 8-K dated November 18, 2010. At the time of filing such Form 8-K, the committees of the Board to which these directors would be named for 2011 had not yet been determined and the Bank's 2011 Board of Directors Compensation Policy had not yet been approved by the Board. The Bank is filing this Form 8-K/A to report Board committee assignments and expected compensation for all directors, including the re-elected and newly elected directors, for 2011.
Election of Chairman and Vice Chairman
On December 16, 2010, the Board elected Thomas L. Herlache to serve as Chairman and Steven F. Rosenbaum to serve as Vice Chairman of the Board for 2011.
Board Committee Assignments
On December 16, 2010, the Board approved the following committee assignments for all directors for 2011:
Executive and Governance Committee
Primary Members:
Thomas L. Herlache, Chairman
Steven F. Rosenbaum, Vice Chairman
William R. Dodds, Jr.
Thomas M. Goldstein
William W. Sennholz
Russell C. Weyers
Alternate Members:
Diane M. Aigotti
Roger L. Lehmann
E. David Locke
Affordable Housing Committee
Roger L. Lehmann, Chairman
Leo J. Ries, Vice Chairman
Edward P. Brady
Gregory A. White
Michael G. Steelman
Audit Committee
William W. Sennholz, Chairman
Diane M. Aigotti, Vice Chairman
William R. Dodds, Jr.
Janice C. Eberly
Arthur E. Greenbank
Public Policy Committee
Steven F. Rosenbaum, Chairman
E. David Locke, Vice Chairman
Edward P. Brady
Roger L. Lehmann
Gregory A. White
Personnel and Compensation Committee
Russell C. Weyers, Chairman
Thomas M. Goldstein, Vice Chairman
Steven F. Rosenbaum
William W. Sennholz
Risk Management Committee
William R. Dodds, Jr., Chairman
Janice C. Eberly, Vice Chairman
Diane M. Aigotti
Thomas M. Goldstein
Operations and Technology Committee
E. David Locke, Chairman
Russell C. Weyers, Vice Chairman
Arthur E. Greenbank
Leo J. Ries
Michael G. Steelman
The Chairman of the Board is anex officio member of all committees of the Board, as a voting member.
DirectorCompensation
Directors serving on the Bank's Board for 2011 will receive compensation under the Bank's 2011 Board of Directors Compensation Policy. Under the policy, directors are entitled to the following compensation, which was held constant with 2010 compensation levels:
(1) The Chairman of the Board will receive $60,000 per year for presiding at the meetings of the Board of Directors and the Executive and Governance Committee and for attending other committee meetings.
(2) The Vice Chairman will receive $55,000 per year for attending meetings of the Board and other committee meetings, as well as chairing meetings of the Board in the Chairman's absence.
(3) The Chairman of the Audit Committee will receive $55,000 per year for attending meetings of the Board and other committee meetings, as well as chairing meetings of the Audit Committee.
(4) The Chairmen of Board Committees other than the Audit Committee will each receive $50,000 per year for attending meetings of the Board and other committee meetings, as well as chairing meetings of their respective committees.
(5) Each director, other than those holding any of the positions listed above, will receive $45,000 per year for attending meetings of the Board and meetings of committees to which such director is appointed.
In addition, each director will be reimbursed for necessary and reasonable travel, subsistence and other related expenses incurred in connection with the performance of their official duties.
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 Chicago |
| | |
Date: December 22, 2010 | | By:/s/ Peter E. Gutzmer |
| | | Peter E. Gutzmer
Executive Vice President, General Counsel and
Corporate Secretary |
