-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Dj1djnOOuMndY6vK4zR7/uGCupXeVKdR2OuW8dMAYjcCnSupaidJrXd2tbM4oAhv FlzGUAzvKyTzFwO53jlGhw== 0000318300-05-000019.txt : 20050211 0000318300-05-000019.hdr.sgml : 20050211 20050211162140 ACCESSION NUMBER: 0000318300-05-000019 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050211 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050211 DATE AS OF CHANGE: 20050211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PEOPLES BANCORP INC CENTRAL INDEX KEY: 0000318300 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 310987416 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-16772 FILM NUMBER: 05598941 BUSINESS ADDRESS: STREET 1: 138 PUTNAM ST STREET 2: P O BOX 738 CITY: MARIETTA STATE: OH ZIP: 45750-0738 BUSINESS PHONE: 7403733155 8-K 1 form8kceo_retire.txt FORM 8K CEO RETIRES 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): February 11, 2005 ----------------- PEOPLES BANCORP INC. - ----------------------------------------------------------------------- (Exact name of Registrant as specified in its charter) Ohio 0-16772 31-0987416 - ----------------------------- ------------------- ---------------------- (State or other jurisdiction (Commission File (I.R.S. Employer of incorporation) Number) Identification Number) 138 Putnam Street, PO Box 738 Marietta, Ohio 45750-0738 ------------------------------------------- ----------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (740) 373-3155 --------------------- 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: [ ] 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)) Index to Exhibits on Page 4 Section 5 - Corporate Governance and Management Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers On February 11, 2005, Peoples Bancorp Inc. ("Peoples") issued a news release announcing the retirement of Robert E. Evans as Chief Executive Officer of both Peoples and its banking subsidiary, Peoples Bank, National Association, ("Peoples Bank") effective June 30, 2005. Mr. Evans will continue as Peoples' Chairman of the Board and Director of both Peoples and Peoples Bank. Peoples also announced that Mark F. Bradley, Peoples' current President and Chief Operating Officer, has been appointed to the position of Chief Executive Officer effective upon Mr. Evans' retirement. A copy of the news release is attached as Exhibit 99 to this Current Report on Form 8-K. Section 9 - Financial Statements and Exhibits Item 9.01 Financial Statements and Exhibits a) Financial statements of businesses acquired No response required. b) Pro forma financial information No response required. c) Exhibits Exhibit Number Description - -------------------------- ----------------------------------------------- 99 News Release issued by Peoples Bancorp Inc. on February 11, 2005 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. PEOPLES BANCORP INC. Date: February 11, 2005 By:/s/ MARK F. BRADLEY -------------------------------------- Mark F. Bradley President and Chief Operating Officer INDEX TO EXHIBITS Exhibit Number Description - -------------------------- ----------------------------------------------- 99 News Release issued by Peoples Bancorp Inc. on February 11, 2005 EX-99 2 ex99ceo_retire.txt NEWS RELEASE CEO RETIRES PEOPLES BANCORP INC. - P.O. BOX 738 - MARIETTA, OHIO - 45750 www.peoplesbancorp.com NEWS RELEASE FOR IMMEDIATE RELEASE Contact:Robert E. Evans - --------------------- February 11, 2005 Chairman and CEO (740) 373-3155 PEOPLES BANCORP INC.'S ROBERT E. EVANS TO RETIRE AS CEO; WILL REMAIN CHAIRMAN OF THE BOARD AND DIRECTOR --------------------------------------------------------------------- President Mark F. Bradley Named as Successor CEO MARIETTA, Ohio - Peoples Bancorp Inc. (NASDAQ: PEBO) today announced Robert E. Evans'decision to retire as Chief Executive Officer of both Peoples Bancorp Inc. ("Peoples Bancorp") and its banking subsidiary Peoples Bank, National Association ("Peoples Bank"), effective June 30, 2005. Evans will continue as Chairman of the Board and a Director of both Peoples Bancorp and Peoples Bank. Current President and Chief Operating Officer Mark F. Bradley, has been named to succeed Evans as Chief Executive Officer, effective upon Evans' retirement from Peoples Bancorp and Peoples Bank. As Chairman of the Board of Directors, Evans will serve as a non-executive officer of Peoples Bancorp and Peoples Bank. "This action has been part of my plan of orderly progression, and contemplated for some time," said Evans. "It has been my intention to build a strong, skilled management team to continue Peoples Bancorp's long-term success. Being able to appoint someone from current management demonstrates the strength of our leadership team." Evans, 64, has been Chief Executive Officer of Peoples Bancorp since 1980 and with Peoples Bank since 1970. He had also served as President of Peoples Bancorp until mid-2004. Under Evans' leadership, Peoples Bancorp has grown from $140 million in assets and $1 million of net income in 1980 to $1.8 billion in assets and $18 million of net income in 2004. During the 35 years since Evans joined the organization, it has grown from offices in three communities in Washington County, Ohio, to 50 offices in Ohio, West Virginia, and Kentucky, employing nearly 600 associates. "Mark has a good background and the financial skills to lead this organization," continued Evans. "He understands the value of customer service and the strategies needed to grow shareholder value. As Chairman, I will continue to support him, our management team, my fellow directors, and our shareholders." "I look forward to my new role as CEO," commented Bradley, who was appointed President and Chief Operating Officer of Peoples Bank in 2002, Chief Operating Officer of Peoples Bancorp in 2003, and President of Peoples Bancorp in mid-2004. "With our talented and dedicated management team, I am confident we will continue to grow the organization in a manner that is beneficial to our customers, shareholders, and associates." Bradley, 35, joined Peoples Bancorp in 1991, served as Controller of both Peoples Bancorp and Peoples Bank from 1997 to 2001, and also served as an Executive Vice President of Peoples Bancorp. "The interests of our stakeholders will continue to drive our strategies," said Evans. "I plan to remain active in the company as Chairman of the Board of Directors, and provide guidance on long-range plans as we look to continue the expansion of our markets, products, and services." Peoples Bancorp Inc., a diversified financial products and services company with $1.8 billion in assets, makes available a complete line of banking, investment, insurance, and trust solutions through 50 locations and 33 ATMs in Ohio, West Virginia and Kentucky. Peoples Bancorp's financial service units include Peoples Bank, Peoples Financial Advisors (a division of Peoples Bank) and Peoples Insurance Agency, Inc. Peoples Bancorp's common shares are traded on the NASDAQ national market under the symbol "PEBO", and Peoples Bancorp is a member of the Russell 3000 index of US publicly traded companies. Learn more about Peoples Bancorp at www.peoplesbancorp.com. END OF RELEASE -----END PRIVACY-ENHANCED MESSAGE-----