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HBNC > SEC Filings for HBNC > Form 8-K on 18-Apr-2013All Recent SEC Filings

Show all filings for HORIZON BANCORP /IN/ | Request a Trial to NEW EDGAR Online Pro



Amendments to Articles of Inc. or Bylaws; Change in Fiscal Year, Other Event

Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On April 16, 2013, the Board of Directors of Horizon Bancorp (the "Company") added Section 5.15 to the Company's Amended and Restated Bylaws (the "Bylaws") to provide for a Lead Director to be appointed by the independent members of the Board of Directors if the offices of Chairman of the Board and Chief Executive Officer are held by the same person. The Board of Directors also adopted a Lead Director Charter. The person appointed to serve as Lead Director must be one of the incumbent, independent directors and be selected pursuant to the procedures, and satisfy the qualifications specified, in the Lead Director Charter. A copy of the Bylaws as amended is attached as Exhibit 3.1 to this Current Report of Form 8-K. The foregoing summary of the revisions is qualified in its entirety by reference to Exhibit 3.1.

Item 8.01. Other Event

On April 16, 2013, the Company's Board of Directors appointed Craig M. Dwight as the Chairman and Daniel F. Hopp as the Lead Director of the Board of Directors effective July 1, 2013. Robert C. Dabagia, the current Chairman, will retire from the Chairman position and as a director effective June 30, 2013, since this year he will reach the mandatory retirement age specified in the Bylaws. Additional information on the appointment of Mr. Dwight as Chairman and Mr. Hopp as Lead Director is included in the attached press release.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

3.1 Horizon Bancorp Amended and Restated Bylaws, as amended April 16, 2013

99.1 Press Release issued April 18, 2013

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