BofI Holding, Inc. (NASDAQ:BOFI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

BofI Holding, Inc. (NASDAQ:BOFI) 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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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On October 26, 2017, the Board of Directors of BofI Holding, Inc. (the “Registrant”), and its subsidiary BofI Federal Bank (the “Bank”), elected James Brandon Black to the Boards of Directors of the Registrant and the Bank. Mr.Black will serve as a ClassI Director of the Registrant, with a term expiring at the Registrant’s 2020 Annual Meeting of Stockholders. The Board of Directors determined that Mr. Black is an independent director under applicable standards of the Securities and Exchange Commission and the Nasdaq Stock Market.

In connection with his election to the Board of Directors of the Registrant and the Bank as of October 30, 2017, Mr. Black is awarded $100,000 worth of shares of restricted stock units, to vest over three years, under the Registrant’s 2014 Stock Incentive Plan. In addition, Mr. Black will be compensated on the same basis as the other non-employee directors of the Registrant and the Bank.

Mr. Black also entered into the Registrant’s standard indemnification agreement, which has been previously entered into with each of the Registrant’s directors and executive officers, the form of which has been previously filed with the Securities and Exchange Commission.

Mr. Black has not been a party to, nor has he had a direct or indirect material interest in, any transaction with the Registrant or the Bank during the current or preceding fiscal year.

On October 30, 2017, the Registrant issued a press release announcing the election of Brandon Black to the Board of Directors. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Item 8.01: Other Events

On October 26, 2017, the Board of Directors of the Registrant resolved to increase the size of the Board of Directors from eight to nine members effective immediately.

Item 9.01: Financial Statements and Exhibits

(d)Exhibits.


BofI Holding, Inc. Exhibit
EX-99.1 2 ex99120171030pressreleasee.htm EXHIBIT 99.1 Exhibit             BofI Holding,…
To view the full exhibit click here

About BofI Holding, Inc. (NASDAQ:BOFI)

BofI Holding, Inc. (BofI) is the holding company for BofI Federal Bank (the Bank). The Bank is a diversified financial services company. The Bank provides consumer and business banking products through its branchless, low-cost distribution channels and affinity partners. The Bank has deposit and loan customers, including consumer and business checking, savings and time deposit accounts and financing for single family and multifamily residential properties, small-to-medium size businesses in target sectors, and selected specialty finance receivables. The Bank distributes its deposit products through a range of retail distribution channels, and its deposits consist of demand, savings and time deposits accounts. Its mortgage-backed securities consist primarily of mortgage pass-through securities issued by government-sponsored entities and non-agency collateralized mortgage obligations and pass-through mortgage-backed securities issued by private sponsors.

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