UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): June 18, 2019 |
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| Horizon Bancorp, Inc. |
(Exact Name of Registrant as Specified in Its Charter) |
| | | |
| Indiana | 000-10792 | 35-1562417 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| | |
| 515 Franklin Street, Michigan City, Indiana | 46360 |
| (Address of Principal Executive Offices) | (Zip Code) |
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(219) 879-0211 |
| (Registrant’s Telephone Number, Including Area Code) |
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N/A |
| (Former Name or Former Address, if Changed Since Last Report) |
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 | HBNC | The NASDAQ Stock Market, LLC |
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 (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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. ☐
Item 8.01 Other Events
Dividend Increase
On June 19, 2019, Horizon Bancorp, Inc. (the “Company”) announced that on June 18, 2019, its Board of Directors approved an increase in the Company’s quarterly cash dividend from $0.10 to $0.12 per share, payable on July 19, 2019, to shareholders of record on July 5, 2019. Additional information about the dividend increase is included in the press release attached as Exhibit 99.1 to this Current Report on Form 8-K.
Lead Director
On June 18, 2019, in accordance with the Charter of the Lead Independent Director adopted by Horizon Bancorp, Inc. (“Horizon”), the independent directors of the Board of Directors reelected incumbent independent Director Daniel F. Hopp to serve another three-year term as Horizon’s Lead Director. The Lead Director serves as a principal liaison between the independent Directors, all Board members, the Chairman and Chief Executive Officer and other members of senior management on matters including corporate policy, strategy, and executive management performance. Mr. Hopp has served in this role since July 2013.
Mr. Hopp retired in June 2011 as Senior Vice President, Corporate Affairs, and General Counsel of Whirlpool Corporation, a Fortune 500 company located within Horizon’s market area. Mr. Hopp has extensive knowledge and experience in manufacturing, management of a large and complex organization, corporate law and the rules and regulations applicable to large publicly traded companies. He has served on Horizon’s Board of Directors since 2005 and on the Board of Directors of Horizon Bank, Horizon’s wholly owned banking subsidiary, since 2004.
Mr. Hopp’s new term as Lead Director will expire in July 2022.
Item 9.01 Financial Statements and Exhibits
| | (d) Exhibits | | | | |
| | EXHIBIT INDEX |
| | Exhibit No. | | Description | | Location |
| | 99.1 | | | | Attached |
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 hereto duly authorized.
| Date: June 19, 2019 | HORIZON BANCORP, INC. |
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| | By: | /s/ Mark E. Secor |
| | | Mark E. Secor, |
| Executive Vice President & Chief Financial Officer |
