0001445116-15-000018.txt : 20150828 0001445116-15-000018.hdr.sgml : 20150828 20150828093354 ACCESSION NUMBER: 0001445116-15-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150827 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: 20150828 DATE AS OF CHANGE: 20150828 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST BANKS, INC CENTRAL INDEX KEY: 0000710507 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 431175538 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31610 FILM NUMBER: 151080265 BUSINESS ADDRESS: STREET 1: 135 N MERAMEC CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3148544600 MAIL ADDRESS: STREET 1: 135 N MERAMEC CITY: ST LOUIS STATE: MO ZIP: 63105 FORMER COMPANY: FORMER CONFORMED NAME: FIRST BANKS INC DATE OF NAME CHANGE: 19940805 8-K 1 fbi8-k082815.htm 8-K 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

August 27, 2015
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.
On August 27, 2015, the Company’s Board of Directors elected Shelley J. Seifert, 61, Executive Vice President and Chief Operating Officer. Ms. Seifert joined First Bank, the Company’s principal banking subsidiary, in October, 2014, as Executive Vice President and Chief Administrative Officer. Prior to joining First Bank, Ms. Seifert served as Executive Vice President, Integration and Operations at PNC Financial Services Group in Pittsburgh, Pennsylvania. Ms. Seifert also served in various executive roles over twenty years at National City Corporation in Cleveland, Ohio, most recently as Executive Vice President, Human Resources and Chief Administrative Officer. Ms. Seifert receives a base annual salary of $375,000 and is eligible to receive annual incentive awards under the Company’s Senior Executive Incentive Plan and the Partners in Performance Plan further described in the Company’s Annual Report on Form 10-K.
In addition, on August 28, 2015, the Company and First Bank announced the promotion of Lisa K. Vansickle, 48, formerly the Company’s Executive Vice President and Chief Financial Officer, to the position of Executive Vice President, Chief Administrative Officer and Chief Risk Officer, and the promotion of Michael J. Normile, 40, formerly the Company’s Senior Vice President and Controller, to the position of Executive Vice President and Chief Financial Officer, each effective immediately. Ms. Vansickle initially joined the Company in 1997 and has served in roles of increasing responsibility including Director of Internal Audit and Controller prior to her election as Chief Financial Officer in 2007. Ms. Vansickle will continue to serve as a Director of First Bank, a position she has held since 2001. Mr. Normile joined the Company in 2007 as Senior Vice President and was promoted to Senior Vice President and Controller in 2008. Immediately prior to joining the Company, Mr. Normile was a Director at McGladrey & Pullen LLP (now known as McGladrey LLP) after beginning his career with KPMG LLP in St. Louis, Missouri where he last served as a Senior Manager.
In connection with their promotions, Ms. Vansickle and Mr. Normile will receive increases in their base salaries to annualized base salaries of $300,000 and $285,000, respectively. Ms. Vansickle and Mr. Normile will continue to be eligible to receive annual incentive awards under the Company’s Senior Executive Incentive Plan and the Partners in Performance Plan further described in the Company’s Annual Report on Form 10-K.
Ms. Seifert, Ms. Vansickle and Mr. Normile and certain of their respective family members have engaged in lending and other ordinary banking transactions with our banking subsidiary, First Bank. All loans and loan commitments and any transactions involving other financial products and services in connection with these transactions were made in the ordinary course of business, on substantially the same terms, including current interest rates and collateral, as those prevailing at the time for comparable transactions with others and did not involve more than the normal risk of collectability or present other unfavorable features.
A copy of the press release issued by the Company on August 28, 2015, announcing the appointments and promotions of Ms. Seifert, Ms. Vansickle and Mr. Normile is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

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

Exhibit
 
Number
Description
 
 
99.1
Press Release issued on August 28, 2015 – 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:
August 28, 2015
By:
/s/
Timothy J. Lathe
 
 
 
Timothy J. Lathe
 
 
 
President and Chief Executive Officer

2



Exhibit Index

Exhibit
 
Number
Description
 
 
99.1
Press Release issued on August 28, 2015.
 
 


3
EX-99.1 2 fbi8-kex991082815.htm EXHIBIT 99.1 Exhibit


Exhibit 99.1

FIRST BANKS, INC.
ST. LOUIS, MISSOURI

NEWS RELEASE
Contacts:
Timothy J. Lathe
Shelley J. Seifert
 
President and
Executive Vice President and
 
Chief Executive Officer
Chief Operating 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 Key Leadership Changes

St. Louis, Missouri, August 28, 2015. First Banks, Inc. (the “Company”), parent company of First Bank, announced today that its Board of Directors has elected Shelley J. Seifert, Lisa K. Vansickle and Michael J. Normile to key executive positions to further strengthen the Company’s leadership team. “I am pleased to announce a series of leadership changes that reflect our commitment to both leveraging our existing talent as well as developing our key executives,” said Tim Lathe, President and Chief Executive Officer. “Shelley, Lisa and Mike represent our steadfast commitment to aligning resources to further advance our strategic plan.”
Ms. Seifert, who joined First Bank in October, 2014 as Executive Vice President and Chief Administrative Officer, was elected Executive Vice President and Chief Operating Officer of the Company. In her new role, Ms. Seifert will lead the Company’s Operations, Treasury Management, Human Resources, Marketing, Information Technology, Project Management and Community Reinvestment Act teams. Mr. Lathe noted that “Shelley’s new position reflects her critical role within the Company.” Prior to joining First Bank, Ms. Seifert served as Executive Vice President, Integration and Operations at PNC Financial Services Group in Pittsburgh, Pennsylvania. Ms. Seifert also served in various executive roles over 20 years at National City Corporation in Cleveland, Ohio, most recently as Executive Vice President, Human Resources and Chief Administrative Officer.





Ms. Vansickle, formerly the Company’s Executive Vice President and Chief Financial Officer, has been promoted to the position of Executive Vice President, Chief Administrative Officer and Chief Risk Officer. In this expanded role, Ms. Vansickle will be accountable for the Company’s Capital Management and Planning, Risk Management, Internal Audit, Business Continuity and Corporate Insurance functions. Ms. Vansickle initially joined the Company in 1997 and has served in roles of increasing responsibility including Director of Internal Audit and Controller prior to her election as Chief Financial Officer in 2007. “Lisa has been instrumental in leading the Company’s capital and strategic planning,” said Mr. Lathe. “Her deep knowledge of our company and her tremendous industry expertise are invaluable.”
Mr. Normile, previously the Company’s Senior Vice President and Controller, will succeed Ms. Vansickle as Executive Vice President and Chief Financial Officer. Mr. Normile joined the Company in 2007 and, as a key member of the finance team, was promoted to Controller in 2008. In his new role, Mr. Normile will be responsible for Profitability Improvement, Corporate and Business Line Accounting, Internal and External Reporting, Accounts Payable and Corporate Real Estate. Mr. Lathe commended Mr. Normile, noting “Mike is an outstanding asset to First Bank, and we value his direction and input daily.” Immediately prior to joining the Company, Mr. Normile was a Director at McGladrey & Pullen LLP (now known as McGladrey LLP) after beginning his career with KPMG LLP in St. Louis, Missouri where he last served as a Senior Manager.
About First Banks, Inc.
The Company had assets of $6.10 billion at June 30, 2015 and currently operates 123 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’s website at www.firstbanks.com.

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