Civista Bancshares, Inc. (NASDAQ:CIVB) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On August15, 2017, the Board of Directors (the “Board”) of Civista Bancshares, Inc. (“Civista”) elected M. Patricia Oliver to fill a vacancy on the Board created by the Board increasing the Board size from eight to nine members. Mrs.Oliver is an attorney with extensive experience representing financial institutions. Since 2014, she has been a partner at Tucker Ellis LLP and has served as the chair of the firm’s Financial Services Industry Team. Mrs.Oliver’s term as a Civista director will commence on September1, 2017 and continue until the 2018 Annual Meeting of Shareholders. It is expected that she will be nominated by the Board to stand for reelection at Civista’s 2018 Annual Meeting of Shareholders. Mrs.Oliver was appointed to the Board’s Nominating and Corporate Governance Committee and will also serve as a member of the board of directors of Civista Bank (the “Bank”).
For her service as a director Mrs.Oliver will receive, on a pro rata basis, the director retainer compensation described in Civista’s 2017 proxy statement. Directors of Civista are not paid any fees for their service on Civista’s Board. Rather, each non-employee director of the Bank receives a retainer, which is paid in Civista stock, for service on the board of directors of the Bank. Members of the Bank’s board of directors also receive meeting fees for each Bank board of director and committee meeting attended. During 2017, Tucker Ellis acted as Civista’s legal counsel in connection with Civista’s 2017 public offering of common shares. In 2017 Civista has paid legal fees to Tucker Ellis of approximately $141,000. Mrs.Oliver is only one of Tucker Ellis’s 80 plus partners.
A copy of the press release announcing Mrs.Oliver’s election is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Civista Bancshares, Inc. is a $1.5billion financial holding company headquartered in Sandusky, Ohio and may be accessed at www.civb.com. The Company’s common shares are traded on the NASDAQ Capital Market under the symbol “CIVB”. The Company’s depositary shares, each representing a 1/40th ownership interest in a Series B Preferred Share, are traded on the NASDAQ Capital Market under the symbol “CIVBP”.
Item 5.02 Financial Statements and Exhibits
| (d) | Exhibit 99.1 press release announcing the election of M. Patricia Oliver to the Board of Directors |
CIVISTA BANCSHARES, INC. ExhibitEX-99.1 2 d445110dex991.htm EX-99.1 EX-99.1 Exhibit 99.1 Civista Bancshares,…To view the full exhibit click here
About Civista Bancshares, Inc. (NASDAQ:CIVB)
Civista Bancshares, Inc. is a financial holding company. The Company, through the subsidiary bank, Civista Bank, is primarily engaged in the business of community banking. Civista Bank, located in Erie, Crawford, Champaign, Cuyahoga, Franklin, Logan, Madison, Montgomery, Summit, Huron, Ottawa and Richland Counties, Ohio, conducts a general banking business that involves collecting customer deposits, making loans, purchasing securities, and offering Trust services. The Company’s loan portfolio consists of commercial and agriculture, commercial real estate-owner occupied, commercial real estate non-owner occupied, residential real estate, real estate construction, consumer and other. Its securities are classified as available-for-sale (AFS) securities. Its deposits include non-interest-bearing demand deposits; interest-bearing demand deposits; savings account, including money market deposit accounts, and certificates of deposit, including individual retirement accounts (IRAs).
