Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On October 24, 2012, the Board of Directors (the "Board") of Regional Management Corp. (the "Company") accepted the resignation of A. Michelle Masters as Corporate Secretary of the Company and appointed Gwendolyn G. Bridges to replace Ms. Masters as Corporate Secretary of the Company. Ms. Masters, who continues to serve the Company in the position of Senior Vice President, Strategic Development, was appointed by the Board to the role of Assistant Corporate Secretary of the Company. Ms. Bridges continues to serve the Company in the position of Vice President, Compliance and Regulatory Affairs.

Item 5.08. Shareholder Director Nominations.

On October 24, 2012, the Board approved April 24, 2013, as the date of the Company's 2013 Annual Meeting of Stockholders (the "2013 Annual Meeting"). Qualified stockholder proposals (including a proposal made pursuant to SEC Rule 14a-8 and any notice on Schedule 14N) to be presented at the 2013 Annual Meeting and in the Company's proxy statement and form of proxy relating to the 2013 Annual Meeting must be received by the Company at its principal executive offices located at 509 West Butler Road, Greenville, South Carolina, 29607, addressed to our Corporate Secretary, no earlier than December 25, 2012, and no later than January 24, 2013. All stockholder proposals must comply with applicable Delaware law, the rules and regulations promulgated by the Securities and Exchange Commission, and the procedures set forth in the Company's Amended and Restated Bylaws.

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