CITY HOLDING COMPANY (NASDAQ:CHCO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Principal Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
directors of the Board of Directors of City Holding Company (the
Company) approved, on February 22, 2017, base salary levels and
equity compensation for certain of the Companys named executive
officers, including the Companys principal executive officer and
the Companys principal financial officer as set forth below:
|
Name
|
Title
|
2017 Base Salary
|
||
|
Charles R. Hageboeck
|
President CEO
(Principal Executive Officer)
|
$
|
589,375
|
|
|
David L. Bumgarner
|
Chief Financial Officer and Principal Accounting
Officer
(Principal Financial Officer)
|
$
|
243,425
|
|
|
Craig G. Stilwell
|
Executive Vice President, Retail Banking
|
$
|
376,175
|
|
|
John A. DeRito
|
Executive Vice President, Commercial Banking
|
$
|
276,750
|
|
|
Jeffrey D. Legge
|
Senior Vice President, Chief Administrative Officer and
Chief Information Officer |
$
|
225,000
|
|
officers. The recipients of the restricted stock awards may vote
and receive dividends on the shares, whether vested or not, but
may not sell the shares or use them for collateral for any
borrowing unless and until they are vested. All of the restricted
stock awards are of City Holding Company Common Stock, par value
$2.50. The market price on the date of grant, February 22, 2017,
was $66.32 per share.
The exercise price of all options was the market price, $66.32,
as of the date of grant, February 22, 2017. All of the options
awarded are exerciseable for shares of City Holding Company
Common Stock, par value $2.50 per share.
stock and shares issuable upon the exercise of stock options
awarded to each of the Companys executive officers:
|
Name
|
Title
|
Restricted
Shares
Awarded
(#)
|
Stock Options Awarded
(#)
|
|
Charles R. Hageboeck
|
President CEO
(Principal Executive Officer)
|
3,792
|
7,572
|
|
David L. Bumgarner
|
Chief Financial Officer and Principal Accounting
Officer
(Principal Financial Officer)
|
1,664
|
|
|
Craig G. Stilwell
|
Executive Vice President, Retail Banking
|
1,867
|
3,759
|
|
John A. DeRito
|
Executive Vice President, Commercial Banking
|
1,540
|
3,100
|
|
Jeffrey D. Legge
|
Senior Vice President, Chief Administrative Officer
Chief Information Officer |
1,113 (1)
|
1,536
|
restricted stock that vest fully on the seventh anniversary of
the grant date, subject to the performance-based requirements
below. The remaining 763 shares of restricted stock awarded to
Mr. Legge vest according to the time and performance-based
requirements below.
vest in three separate annual installments of approximately
33.33% per installment on the third, fourth and fifth
anniversaries of the grant date, subject further to
performance-based vesting requirements. The performance-based
vesting requirements are as follows:
Company (excluding merger and acquisition expenses and other
nonrecurring items as determined by the Board of Directors of the
Company) of the three years immediately prior to the vesting date
is equal to or exceeds the median return on average assets over
the 20 year period immediately preceding the vesting date of all
FDIC insured depository institutions.
Company (excluding merger and acquisition expenses and other
nonrecurring items as determined by the Board of Directors of the
Company) of the four years immediately prior to the vesting date
is equal to or exceeds the median return on average assets over
the 20 year period immediately preceding the vesting date of all
FDIC insured depository institutions.
Company (excluding merger and acquisition expenses and other
nonrecurring items as determined by the Board of Directors of the
Company) of the five years immediately prior to the vesting date
is equal to or exceeds the median return on average assets over
the 20 year period immediately preceding the vesting date of all
FDIC insured depository institutions.
period, the shares of restricted stock and stock options
scheduled to vest in such period shall be forfeited.
About CITY HOLDING COMPANY (NASDAQ:CHCO)
City Holding Company is a financial holding company. The Company conducts its principal activities through its subsidiary, City National Bank of West Virginia (City National). City National provides banking, trust and investment management and other financial solutions through its network of approximately 85 banking offices located in the states of West Virginia, Virginia, eastern Kentucky and southeastern Ohio. It offers various products and services, including commercial banking, consumer banking, mortgage banking, and wealth management and trust services. It offers a range of commercial banking services to corporations and other business customers. Loans are provided for a variety of business purposes, including financing for commercial and industrial projects, income producing commercial real estate, owner-occupied real estate and construction and land development. City National provides merchant credit card services through an agreement with a third party vendor. CITY HOLDING COMPANY (NASDAQ:CHCO) Recent Trading Information
CITY HOLDING COMPANY (NASDAQ:CHCO) closed its last trading session up +0.15 at 66.50 with 65,582 shares trading hands.
