8-K

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

October 30, 2014

Date of Report (Date of earliest event reported)

FIRST BANKS, INC.

(Exact name of registrant as specified in its charter)

MISSOURI	001-31610	43-1175538
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

135 North Meramec, Clayton, Missouri	63105
(Address of principal executive offices)	(Zip code)

(314) 854-4600

(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:

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

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

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

o 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.

At the regular meeting of the First Banks, Inc. (the “Company”) Board of Directors (the “Board”) held on October 30, 2014, Mr. Terrance M. McCarthy announced his plan to retire from his positions as Director, President and Chief Executive Officer of the Company, effective February 13, 2015.

Upon acceptance of Mr. McCarthy’s resignation, the Board elected Mr. Timothy J. Lathe as Director, President and Chief Executive Officer of the Company, effective February 13, 2015. Mr. Lathe, 58, joined the Company in April, 2013 as Executive Vice President and Chief Banking Officer and has served as President and Chief Executive Officer and Director of the Company’s principal subsidiary, First Bank. Prior to joining the Company, Mr. Lathe held positions since 2009 in executive management of KeyCorp, a financial services company located in Cleveland, Ohio, serving as Executive Vice President – National Sales Executive and Executive Vice President – Wealth Management Business Line Head.

Following his retirement, Mr. McCarthy will serve as Senior Advisor to the Chief Executive Officer to assist with the transition of leadership through July 1, 2015. In that role, Mr. McCarthy will continue to receive his salary and benefits previously disclosed in Item 11 of Part III of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013.

Item 7.01 Regulation FD Disclosure.

On November 3, 2014, the Company issued a press release reporting Mr. McCarthy’s planned retirement and Mr. Lathe’s election as Director, President and Chief Executive Officer. The press release is attached hereto and incorporated herein by reference as Exhibit 99.

Item 9.01	Financial Statements and Exhibits.
(d) Exhibits.

Exhibit
Number	Description
99	Press Release issued on November 3, 2014 – filed herewith.

1

SIGNATURE

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.

		FIRST BANKS, INC.
Date:	November 3, 2014	By:	/s/	Terrance M. McCarthy
				Terrance M. McCarthy
				President and Chief Executive Officer

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Exhibit Index

Exhibit
Number	Description
99	Press Release issued on November 3, 2014.

3

EX-99

Exhibit 99

FIRST BANKS, INC.

ST. LOUIS, MISSOURI

NEWS RELEASE

Contacts:	Terrance M. McCarthy	Lisa K. Vansickle
	President and	Executive Vice President and
	Chief Executive Officer	Chief Financial Officer
	First Banks, Inc.	First Banks, Inc.
	(314) 854-4600	(314) 854-4600
Traded:	NYSE
Symbol:	FBSPrA – (First Preferred Capital Trust IV, an affiliated trust of First Banks, Inc.)

FOR IMMEDIATE RELEASE:

First Banks, Inc. Announces Terrance M. McCarthy’s Retirement

Appointment of Timothy J. Lathe as Chief Executive Officer

St. Louis, Missouri, November 3, 2014. First Banks, Inc. (the “Company”), parent company of First Bank, announced today that Terrance M. McCarthy, Chief Executive Officer of the Company, will retire on February 13, 2015. At a regular meeting of the Board of Directors of the Company (the “Board”), McCarthy announced his plan to retire from his positions as Chief Executive Officer, President, and as a member of the Board, effective February 13, 2015.

McCarthy has served as Chief Executive Officer of the Company since 2007. He joined the Company in 1995, in California, and held a variety of positions before being named President of the Bank in 2002. James F. Dierberg, Chairman of the Board, said, “On behalf of the Board of Directors and the Dierberg family, I would like to thank Terry for his many contributions during his career with the Company that has spanned nearly 20 years. Terry has been a strong and accomplished CEO, having successfully managed the Company through times of immense change, while never losing sight of both our clients and employees. He has built a strong foundation for growth in the coming years.”

The Board elected Timothy J. Lathe to succeed McCarthy as President and Chief Executive Officer of the Company and Director of the Company, effective concurrent with McCarthy’s retirement on February 13, 2015. Lathe currently serves as Chief Executive Officer and President of First Bank (the “Bank”), the Company’s principal subsidiary.

Lathe joined the Company in April, 2013 as Chief Executive Officer and President of the Bank. In these positions, he has had primary responsibility for the revenue-generating business segments of the Bank, including Commercial Banking, Retail Banking and Wealth Management. In his new role, Lathe will have primary responsibility for leading all segments of the Company and the Bank. Lathe said, “First Bank is truly a special place. I have been fortunate to

work with Terry and am very pleased to now have the opportunity to lead this great organization. The Bank and its exceptional employees continue to demonstrate an unwavering commitment to our clients.”

Michael J. Dierberg, Vice Chairman, said, “The Dierberg family and the Board look forward to working with Tim in his new role. He has demonstrated great capacity and leadership since joining the Company. We are confident that he will continue to build on the strong foundation Terry has established. As one of the nation’s largest family-owned banks, First Bank has enjoyed a legacy of strength, agility, and long-term perspective for more than 100 years. Having completed the first 100 years of our journey, we are setting the course to leverage these critical attributes to become one of the finest independent financial services companies in the industry for the next 100 years.”

About First Banks, Inc.

The Company had assets of $5.89 billion at September 30, 2014 and currently operates 129 branch banking offices in California, Florida, Illinois and Missouri. Through its subsidiary bank, First Bank, the Company offers a broad range of financial products and services to consumers, businesses and other institutions. Visit the Company on the web at www.firstbanks.com.

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