-----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, JxKpYqpD8PBssDYbvbLWjweu6L+aamD0CsVjIQ28rjR04tvheqTb2PMfwQUnWAtk e437GpSghj75U6QRRG57xQ== 0001193125-09-195177.txt : 20090921 0001193125-09-195177.hdr.sgml : 20090921 20090921165025 ACCESSION NUMBER: 0001193125-09-195177 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20090921 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090921 DATE AS OF CHANGE: 20090921 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANK OF AMERICA CORP /DE/ CENTRAL INDEX KEY: 0000070858 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 560906609 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06523 FILM NUMBER: 091079223 BUSINESS ADDRESS: STREET 1: BANK OF AMERICA CORPORATE CENTER STREET 2: 100 N TRYON ST CITY: CHARLOTTE STATE: NC ZIP: 28255 BUSINESS PHONE: 7043868486 MAIL ADDRESS: STREET 1: BANK OF AMERICA CORPORATE CENTER STREET 2: 100 N TRYON ST CITY: CHARLOTTE STATE: NC ZIP: 28255 FORMER COMPANY: FORMER CONFORMED NAME: BANKAMERICA CORP/DE/ DATE OF NAME CHANGE: 19981022 FORMER COMPANY: FORMER CONFORMED NAME: NATIONSBANK CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: NCNB CORP DATE OF NAME CHANGE: 19920107 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

As filed with the Securities and Exchange Commission on September 21, 2009

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):

September 21, 2009

 

 

BANK OF AMERICA CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware   1-6523   56-0906609

(State or Other Jurisdiction of

Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

100 North Tryon Street

Charlotte, North Carolina

  28255
(Address of principal executive offices)   (Zip Code)

(704) 386-5681

(Registrant’s telephone number, including area code)

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))

 

 

 


ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.

On September 21, 2009, Bank of America Corporation (the “Corporation”) appointed Charles “Chad” O. Holliday, Jr. to its board of directors (the “Board”), effective September 21, 2009. Mr. Holliday is expected to serve on the Corporate Governance Committee of the Board and a newly formed credit committee of the Board which will become effective on October 27, 2009. Mr. Holliday will receive compensation as a non-employee director in accordance with the Corporation’s non-employee director compensation practices described in the Corporation’s Annual Proxy Statement filed with the Securities and Exchange Commission on March 18, 2009. The initial cash and stock award to be received by Mr. Holliday will be pro rated from the date of appointment to the Corporation’s next annual meeting of stockholders.

A copy of the news release announcing the event described above is attached as Exhibit 99.1 and is incorporated in this report by reference.

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

 

(d) Exhibits.

The following exhibit is filed herewith:

 

EXHIBIT NO.

  

DESCRIPTION OF EXHIBIT

99.1    Bank of America Corporation News Release dated September 21, 2009 Announcing the Director Appointment


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.

 

BANK OF AMERICA CORPORATION
By:   /s/ TERESA M. BRENNER
 

Teresa M. Brenner

Associate General Counsel

Dated: September 21, 2009


INDEX TO EXHIBITS

 

EXHIBIT NO.

  

DESCRIPTION OF EXHIBIT

99.1    Bank of America Corporation News Release dated September 21, 2009 Announcing the Director Appointment
EX-99.1 2 dex991.htm NEWS RELEASE DATED SEPTEMBER 21, 2009 News Release dated September 21, 2009

Exhibit 99.1

LOGO

September 21, 2009

Investors May Contact:

Kevin Stitt, Bank of America, 1.704.386.5667

Lee McEntire, Bank of America, 1.704.388.6780

Grace Yoon, Bank of America, 1.212.449.7323

Reporters May Contact:

Scott Silvestri, Bank of America, 1.980.388.9921

scott.silvestri@bankofamerica.com

Bank of America Board Elects Holliday as New Director

CHARLOTTE – The Bank of America Corporation Board of Directors announced today that Charles “Chad” O. Holliday, Jr. has been elected as a director, effective immediately.

Holliday, 61, is the chairman of the board of directors of E.I. du Pont de Nemours and Co., a position he has held since 1999. He previously served as chief executive officer of DuPont from January 1, 1999 until December 31, 2008. He joined the company in 1970 as an engineer and held various positions throughout his tenure.

“We welcome the wealth of experience and perspective that Chad will bring to the board,” said Walter E. Massey, Bank of America chairman. “It’s also important to note the board recently has added other directors, including Robert W. Scully, who bring substantial experience in financial services and will offer valuable insights.”

Scully, 59, who was elected to the board in August, served as a member of the office of the chairman of Morgan Stanley focusing on the firm’s key clients until January 2009, when he retired after nearly 35 years in the financial services industry.

Since 2007, Holliday has served as a member of the board of directors of Deere & Co. and as a member of the board’s audit and corporate governance committees. He is chairman emeritus of Catalyst, a leading nonprofit organization dedicated to expanding opportunities for women and business, and chairman of the board of the U.S. Council on Competitiveness, a nonpartisan, non-governmental organization working to ensure U.S. prosperity.

Holliday is a founding member of the International Business Council and a member of the National Academy of Engineering. He also previously served as chairman of the following organizations: the Business Roundtable’s Task Force for Environment, Technology and Economy, the World Business Council for Sustainable Development, The Business Council, and the Society of Chemical Industry – American Section.

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Page 2

He received a bachelor’s degree in industrial engineering from the University of Tennessee and received honorary doctorates from Polytechnic University in Brooklyn, New York and from Washington College in Chestertown, Maryland.

Separately, the board today announced the creation of two new committees. The credit and enterprise risk committees will replace the board’s asset quality committee, effective October 27. Holliday will serve on the newly formed credit committee as well as the board’s corporate governance committee.

In addition, the board also approved a resolution to set its size at 15 directors, down from 18 directors. All board positions have been filled.

Bank of America

Bank of America is one of the world’s largest financial institutions, serving individual consumers, small- and middle-market businesses and large corporations with a full range of banking, investing, asset management and other financial and risk management products and services. The company provides unmatched convenience in the United States, serving approximately 53 million consumer and small business relationships with more than 6,100 retail banking offices, nearly 18,500 ATMs and award-winning online banking with 29 million active users. Bank of America is among the world’s leading wealth management companies and is a global leader in corporate and investment banking and trading across a broad range of asset classes serving corporations, governments, institutions and individuals around the world. Bank of America offers industry-leading support to more than 4 million small business owners through a suite of innovative, easy-to-use online products and services. The company serves clients in more than 150 countries. Bank of America Corporation stock (NYSE: BAC) is a component of the Dow Jones Industrial Average and is listed on the New York Stock Exchange.

www.bankofamerica.com

###

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