form8k_retire-031913.htm

0000943374-13-000181.txt : 20130319 0000943374-13-000181.hdr.sgml : 20130319 20130319144929 ACCESSION NUMBER: 0000943374-13-000181 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130319 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130319 DATE AS OF CHANGE: 20130319 FILER: COMPANY DATA: COMPANY CONFORMED NAME: West End Indiana Bancshares, Inc. CENTRAL INDEX KEY: 0001523854 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 000000000 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-54578 FILM NUMBER: 13701217 BUSINESS ADDRESS: STREET 1: 34 SOUTH 7TH STREET CITY: RICHMOND STATE: IN ZIP: 47374 BUSINESS PHONE: (765) 962-9587 MAIL ADDRESS: STREET 1: 34 SOUTH 7TH STREET CITY: RICHMOND STATE: IN ZIP: 47374 8-K 1 form8k_retire-031913.htm FORM 8-K FOR DIRECTOR RETIREMENT PROMOTION OF COO form8k_retire-031913.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 19, 2013

WEST END INDIANA BANCSHARES, INC.

(Exact Name of Registrant as Specified in its Charter)

Maryland	000-54578	36-4713616
(State or Other Jurisdiction)	(Commission File No.)	(I.R.S. Employer
of Incorporation)		Identification No.)

34 South 7th Street, Richmond, Indiana	47374
(Address of Principal Executive Offices)	(Zip Code)

Registrant’s telephone number, including area code: (765) 962-9587

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On March 19, 2013, West End Indiana Bancshares, Inc. (the “Company”) announced that John L. Hitch, Chairman of the Board of Directors, will retire effective as of May 14, 2013, the date of the Company’s 2013 Annual Meeting of Shareholders.

On March 19, 2013, the Company also announced the promotion of Timothy R. Frame, Senior Vice President, Director of Retail Services and Chief Credit Officer. In addition to retaining the roles of Director of Retail Services and Chief Credit Officer, Mr. Frame was promoted to Executive Vice President and Chief Operating Officer. Mr. Frame has been employed with the Bank since 2003.

The Bank has entered into an employment agreement with Mr. Frame, the terms of which were disclosed in the Company’s final prospectus filed with the Securities and Exchange Commission (“SEC”) on November 18, 2011. Additionally the form of Mr. Frame’s employment agreement was filed as an exhibit to the Company’s registration statement on Form S-1 (333-175509), initially filed with the SEC on July 12, 2011.

Item 8.01. Other Events

On March 19, 2013, the Company announced the promotions of several executive officers.

A copy of a press release dated March 19, 2013 setting forth the details of these promotions is attached as Exhibit 99 to this report.

Item 9.01. Financial Statements and Exhibits.

(a)	Financial Statements of Businesses Acquired.	Not Applicable.
(b)	Pro Forma Financial Information.	Not Applicable.
(c)	Shell Company Transactions.	Not Applicable.
(d)	Exhibit 99	Press Release dated March 19, 2013

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

			WEST END INDIANA BANCSHARES, INC.
DATE: March 19, 2013			By: /s/ John P. McBride
			John P. McBride
			President and Chief Executive Officer

EX-99 2 form8k_pr-031913.htm PRESS RELEASE form8k_pr-031913.htm

FOR IMMEDIATE RELEASE

Contact: John P. McBride

(765) 962-9587

West End Indiana Bancshares, Inc.

Announces Pending Retirement of Chairman and Management Promotions

Richmond, Indiana, March 19, 2013 – West End Indiana Bancshares, Inc. (the “Company”) (OTCBB: WEIN) announced that, after 41 years of exemplary service, including 24 years as Chairman of the Board to West End Bank, S.B. (the “Bank”) and the Company, Mr. John L. Hitch has decided to retire effective as of May 14, 2013 the date of the Company’s 2013 Annual Meeting of Shareholders. John P. McBride, on behalf of the Board of Directors said, “We thank Mr. Hitch for his years of outstanding service and look forward to his continued service as a Director Emeritus.”

The Board of Directors has unanimously voted to appoint John P. McBride, President and CEO of the Company and the Bank, as Chairman of the Board. Mr. McBride has led the Bank and the Company successfully for over 9 years and the Board is confident of Mr. McBride’s continued leadership abilities and vision for the Company, its shareholders, directors, officers, and employees.

In addition to Mr. McBride’s appointment, Mr. Fredric A. Ahaus, a current director and Chair of the Audit Committee of the Company and the Bank, was appointed “Lead Independent Director,” effective as of the date of the 2013 Annual Meeting of Shareholders.

The Board of Directors also announced the nomination of Mr. Greg Janzow, President and CEO of Smith Dairy, a dairy processing plant located in Richmond, Indiana, employing over 120 people, for election as Director at the Annual Meeting of Shareholders. Mr. Janzow is an active community leader in Wayne County, Indiana and is recognized for his leadership, knowledge of small to medium size businesses.

The Company also announced the following executive management promotions:

Mr. Timothy R. Frame to Executive Vice President and Chief Operating Officer. Mr. Frame has successfully served the Company nearly 9 years as Senior Vice President, Director of Retail Services and Chief Credit Officer. Mr. Frame will assume additional duties in his new role as Chief Operating Officer while maintaining his Chief Credit Officer responsibilities. He will continue to work closely with Mr. McBride in all facets of the Company’s operations.

Mrs. Shelley Miller to Executive Vice President and CFO. Mrs. Miller presently serves as Senior Vice President and Chief Financial Officer. Mrs. Miller has been with the Company since 2005 and served initially as Director of Retail Banking, assuming her CFO responsibilities in 2007. Mrs. Miller duties have expanded significantly with the initial public offering of West End Indiana Bancshares, Inc. Mrs. Miller also directs the Bank’s deposit and loan operations departments.

Miss Robin Henry to Executive Vice President, Director of Human Resources and Investor Relations Communications. Miss Henry has served the Company since 2002. Initially serving as Human Resource Director, she has successfully assumed properties management, security, and information technology among her additional responsibilities. Since the Company has become publically traded, Ms. Henry also directs investor relations and shareholder communications.

The Board of Directors believes that the addition of Mr. Janzow to the board and the noted promotions will enhance the ability of West End Bank, S.B. and West End Indiana Bancshares, Inc