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

Date of Report (Date of earliest event reported): September 15, 2017

Camden National Corporation

(Exact name of registrant as specified in its charter)

Maine	01-28190	01-0413282
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Two Elm Street, Camden, Maine	04843
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (207) 236-8821

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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging Growth Company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ¨

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On September 15, 2017, the Board of Directors of Camden National Corporation (the “Company") accepted the resignations of Karen W. Stanley, effective September 17, 2017, and John W. Holmes, effective September 15, 2017, both having reached the mandatory retirement age for directors. The Board of Directors of the Company appointed Lawrence J. Sterrs to serve as Chairperson of the Board as well as Chair of the Corporate Governance and Risk Committee and Ann W. Bresnahan to serve as Secretary of the Company.

Item 9.01 Financial Statements and Exhibits.

 (d)    The following exhibit is filed with this Report:

Exhibit No.	Description
99.1	Press release dated September 19, 2017

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.

Dated: September 19, 2017

CAMDEN NATIONAL CORPORATION (Registrant)
By:	/s/ DEBORAH A. JORDAN
	Deborah A. Jordan Chief Financial Officer and Principal Financial & Accounting Officer

EX-99.1

CONTACT: Gretchen Williams PR & Communications Officer Camden National Bank (207)518-5684 or gwilliams@CamdenNational.com FOR IMMEDIATE RELEASE September 19, 2017 Camden National Corporation Announces Board Retirement and Elections CAMDEN, Maine, September 19, 2017 – The Board of Directors for Camden National Corporation (NASDAQ: CAC; “Camden National” or the “Company”), elected Lawrence “Larry” J. Sterrs to succeed Karen Stanley as Chair of the Company and Camden National Bank effective September 17, 2017. Stanley, who joined the Board of Directors in 2008 and became Chair in 2010, retired from the Board on September 17, 2017. John Holmes, who has served on the Board since 1988, retired on September 15, 2017, after 29 devoted years. For the past seven years, Camden National Corporation has flourished under Stanley’s leadership as Chair. Highlights of her tenure include Camden National Bank’s acquisition of 14 banking centers from Bank of America in 2012, acquisition of The Bank of Maine in 2015, and consolidation and rebranding of Acadia Trust to Camden National Wealth Management in 2016. “We are grateful for the wealth of business experience and community commitment that Karen and John have brought to the Board of Directors,” said Greg Dufour, President and CEO. “Karen’s expertise and leadership as Chair have ensured that Camden National Corporation grows significantly as a Maine- based business with local roots and innovative products and services. We thank Karen and John for their dedication, strategic oversight and steadfast commitment, and we wish them well in their personal and professional pursuits.” Sterrs has served on the Camden National Corporation Board of Directors since January 2015, and he was named Vice Chair effective January 2017. He is a member of the Compensation and Technology Committees, and became Chair of the Governance and Risk Committee when he succeeded Stanley as Board Chair. He brings over 40 years of professional experience in the telecommunications industry. He is Board Chairman of UniTek, Inc. and its telecom subsidiary, UniTel, Inc., and he was formerly CEO of each company. Since 2001, Sterrs has served as Chairman and CEO of the Unity Foundation, a public

charity founded in 2000 that provides strategic grant making and executive and board coaching to non- profit organizations throughout Maine. Sterrs noted, “When first elected to Camden National Corporation’s Board of Directors, I was impressed by the Company’s legacy built on a banking experience that people and communities can trust. I am inspired by the Company’s continuous investment in its customers, shareholders, employees, and local communities. It has been incredibly rewarding to see Camden National Corporation’s growth in Maine and beyond, and I am proud to follow in Karen’s footsteps as the next Chair.” Sterrs brings deep experience with strategic planning and operational management having previously worked for ConTel Corporation and BerryDunn McNeil and Parker, LLC. He is an experienced board leader holding previous positions on both for-profit and non-profit boards including the Telecommunications Association of Maine, Oxford Networks, Good Will-Hinckley, and Thomas College. About Camden National Bank Camden National Corporation (NASDAQ:CAC), founded in 1875 and headquartered in Camden, Maine, is the largest publicly traded bank holding company in Northern New England with $4.0 billion in assets and nearly 650 employees. Camden National Bank, its subsidiary, is a full-service community bank that offers an array of consumer and business financial products and services, accompanied by the latest in digital banking technology to empower customers to bank the way they want. The Bank provides personalized service through a network of 60 banking centers, 76 ATMs, and lending offices in New Hampshire and Massachusetts, all complimented by 24/7 live phone support. Comprehensive wealth management, investment, and financial planning services are delivered by Camden National Wealth Management. To learn more, visit CamdenNational.com. Member FDIC. ###