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

Show all filings for HORIZON BANCORP /IN/



Change in Directors or Principal Officers, Financial Statements and Exhibits

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

On June 18, 2013, the Board of Directors of Horizon Bancorp (the "Company") adopted the Horizon Bancorp 2013 Omnibus Equity Incentive Plan (the "2013 Plan"), subject to shareholder approval. The Company intends to submit the 2013 Plan to its shareholders for approval at the Company's 2014 Annual Meeting of Shareholders. A similar plan that the Company adopted and its shareholders approved in 2003, the Horizon Bancorp 2003 Omnibus Equity Incentive Plan (the "2003 Plan"), expired earlier this year. The 2013 Plan is effective for a ten-year term that commenced on February 1, 2013. The Company's Board also approved forms for nonqualified stock option grants and performance share awards to be made under the 2013 Plan.

The 2013 Plan is administered by the Compensation Committee of the Company's Board of Directors and provides for the grant of incentive and nonqualified stock options, stock appreciation rights, restricted stock, performance shares and performance units. Employees of the Company and its affiliates and non-employee directors of the Company are eligible to receive awards under the 2013 Plan, with a total of approximately 422 individuals currently eligible to participate and receive awards. The Compensation Committee will select the participants based on their functions and responsibilities, the value of the services they provide to the Company and other factors that the Committee deems relevant.

The shares authorized for issuance under the 2013 Plan consist of 491,700 shares rolled over from the expired 2003 Plan, plus an additional 200,000 shares, for a total of 691,700 shares. The number of shares authorized for issuance may be increased under limited circumstances, such as if shares issued under the 2003 Plan are forfeited, cancelled or expire unexercised in the future. The 2013 Plan limits the number of shares available for incentive stock options to 100,000 and for non-option awards to 400,000.

Performance shares will become earned and vested for a performance period to the extent (a) the set performance goals are satisfied, and (b) the participant is actively employed on the last day of the performance period (unless, during the performance period, he or she terminates employment due to death, permanent and total disability, retirement or there is a change in control). If the performance goals are not satisfied, those performance shares eligible to be earned and vested during such performance period will be forfeited effective as of the last day of the performance period. Nonqualified stock options will become vested and exercisable in accordance with the vesting schedule included in the grant agreements.

Forms for nonqualified stock option grants and performance share awards that may be granted under the 2013 Plan are attached as Exhibits 10.1 through 10.4 of this Current Report on Form 8-K, and the 2013 Plan is attached as Exhibit 4 to the Registration Statement on Form S-8 that the Company filed with the Securities and Exchange Commission on June 18, 2013, and are incorporated by reference herein. The above is only a brief description of the 2013 Plan and is qualified in its entirety by reference to the 2013 Plan and the attached award forms.

Item 9.01. Financial Statements and Exhibits

     (d) Exhibits

     Exhibit No.    Description
          4         Horizon Bancorp 2013 Omnibus Equity Incentive Plan
         10.1       Form of Nonqualified Stock Option Agreement
         10.2       Form of Nonqualified Stock Option Agreement (Restrictive Covenant)
         10.3       Form of Performance Share Award Agreement
         10.4       Form of Performance Share Award Agreement (Restrictive Covenant)

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