-----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, UoFQuDTijbaiCbnTGdKTR+vhx0uc1cPXKKehmG8Ej4L7Dc1toBlImfjmOKdPmw3g C8m36GCcy0PnH9qjsuJpPA== 0001275287-06-006520.txt : 20061219 0001275287-06-006520.hdr.sgml : 20061219 20061218181615 ACCESSION NUMBER: 0001275287-06-006520 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061218 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061219 DATE AS OF CHANGE: 20061218 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QCR HOLDINGS INC CENTRAL INDEX KEY: 0000906465 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 421397595 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22208 FILM NUMBER: 061284607 BUSINESS ADDRESS: STREET 1: 3551 7TH STREET CITY: MOLINE STATE: IL ZIP: 61265 BUSINESS PHONE: 3097363580 MAIL ADDRESS: STREET 1: 3551 7TH STREET CITY: MOLINE STATE: IL ZIP: 61265 FORMER COMPANY: FORMER CONFORMED NAME: QUAD CITY HOLDINGS INC DATE OF NAME CHANGE: 19930805 8-K 1 qc8312.htm FORM 8-K

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  December 18, 2006
(Date of earliest event reported)  December 15, 2006

QCR Holdings, Inc.

(Exact name of Registrant as specified in its charter)

 

 

 

Delaware

(State or other jurisdiction of incorporation)

 

 

 

0-22208

 

42-1397595

(Commission File Number)

 

(I.R.S. Employer Identification Number)

 

 

 

3551 Seventh Street, Suite 204, Moline, Illinois

 

61265

(Address of principal executive offices)

 

(Zip Code)

 

 

 

(309) 736-3580

(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 (see General Instruction A.2 below):

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 Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers.

The information set forth in Section 8.01 is incorporated herein by reference.

Item 8.01  Other Events.

          On December 15, 2006, the Company issued a press release announcing that John H. Anderson will succeed Michael A. Bauer as President and CEO of Quad City Bank & Trust Company at the time of the Company’s annual meeting in May of 2007.  In the interim, Mr. Anderson will assume the title of Executive Vice President and will direct the efforts of the Trust, Private Banking, and Investment Services departments.  Earlier this year Mr. Bauer announced his intended retirement in 2009.

          After Mr. Anderson assumes the presidency in May of 2007, Mr. Bauer will move into the role of Vice Chairman of both the Company and Quad City Bank & Trust Company and will continue to serve on the boards of both in addition to a number of the Company’s other affiliated bank boards until his retirement in May of 2009.

          The Company also announced that in January of 2007 Todd A. Gipple, the Company’s Chief Financial Officer, will assume the additional responsibility of President and CEO of Quad City Bancard, Inc. and in May of 2007 Larry J. Helling, the President and CEO of Cedar Rapids Bank & Trust Company, will assume the additional responsibility of serving as the Company’s Chief Lending Officer.

          Further, the Company announced that the boards of QCR Holdings and Quad City Bank & Trust Company have selected current independent board members to serve as Chairmen, effective January 1, 2007.  James J. Brownson will become Chairman of the Company and Mark C. Kilmer will become Chairman of Quad City Bank & Trust Company. 

          In connection with Mr. Anderson’s role at Quad City Bank & Trust, Mr. Bauer and the Company amended Mr. Bauer’s employment agreement to provide for the above mentioned changes in title and also to reduce the level of benefits Mr. Bauer would receive in the event of his termination following a change in control.

Item 9.01  Financial Statements and Exhibits

          (d)          Exhibits.

                         99.1  Press release dated December 15, 2006

2



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.

 

QCR HOLDINGS, INC.

 

 

 

 

 

 

Dated:  December 18, 2006

By:

/s/ Todd A. Gipple

 

 


 

 

Todd A. Gipple

 

 

Executive Vice President
and Chief Financial Officer

3


EX-99.1 2 qc8312ex991.htm EXHIBIT 99.1

Exhibit 99.1

Press Release, 12/15/06 – QCR Holdings Announces that John H. Anderson to Become President of Quad City Bank & Trust and Other Promotions

QCR Holdings, Inc. (NASDAQ/QCRH) announced today that John H. Anderson will succeed Michael A. Bauer as President & CEO of Quad City Bank & Trust, its largest subsidiary, at the Company’s annual meeting in May of 2007.  In the interim, Mr. Anderson will assume the title of Executive Vice President of the bank and will direct the efforts of the Trust, Private Banking, and Investment Services departments.  Earlier this year, Mr. Bauer announced his intended retirement in order to allow the Company sufficient time to plan for a successful transition.

Mr. Anderson joined Quad City Bank & Trust in 1998 after a 15-year career in banking in the Quad Cities.  Since joining Quad City Bank & Trust, he has directed the Company’s successful Private Banking division.   Anderson is a graduate of St. Ambrose University, initially working at Davenport Bank and Trust Company.  He then joined the Brenton Bank organization where he eventually served as President & CEO in Davenport.

“I have worked with John for much of my banking career and he is uniquely qualified to lead Quad City Bank & Trust at this time,” said Mr. Bauer.  “He is well-known and respected throughout the Quad Cities and he is prepared for this new opportunity.  Selecting someone to succeed you in a company you co-founded is an important process, and I have complete confidence in John’s ability to assume this responsibility.”

After Mr. Anderson assumes the presidency in May of 2007, Mr. Bauer will move into the role of Vice Chairman of both Quad City Bank & Trust and QCR Holdings, Inc. and will continue to serve on the boards of both in addition to a number of the Company’s affiliated bank boards.

Doug Hultquist, President & CEO of QCR Holdings, Inc., added, “John will bring great energy to this position.  He has an incredible passion for taking care of clients, while finding new ones.  He is very involved in the community and cares a great deal about the Quad Cities.  John believes in the model of relationship banking that Mike created and built over the last 12 years, and he will approach this job with enthusiasm and diligence to ensure our continued success.”

Mr. Anderson’s community involvement includes formerly serving as chairman of the boards of the Ridgecrest Foundation, Exchange City/Junior Achievement, and the Vera French Foundation.  He currently serves on the boards for the Quad City Symphony, St. Ambrose University, Genesis Health System Foundation, the American Heart Association, and the Humane Society of Scott County.

Mr. Anderson has also served on the boards of St. Katherine’s/St. Mark’s, WVIK, St. Anthony’s Parish Council, and the Friends of Davenport Public Library.



In commenting on his promotion, Anderson said, “During my banking career, Mike Bauer has been an exceptional role model and friend.  His leadership has made our bank what it is today.  I feel fortunate to have been asked to lead Quad City Bank & Trust, which is recognized today as the premier banking organization in the Quad Cities.  Mike, Doug and the entire team have dedicated themselves to providing the best in financial services to our customers and community.  This foundation, created by our incredible team of employees, will only continue to expand as Mike has given all of us the best example in what being a community focused banker should be.” 

The Company is announcing a number of additional promotions at this time:

 

Todd A. Gipple, CFO of QCR Holdings, will assume the additional responsibility of President & CEO of Quad City Bancard, Inc.

 

 

 

 

Larry J. Helling, President & CEO of Cedar Rapids Bank & Trust, will assume the additional responsibility of Chief Lending Officer of QCR Holdings in May 2007.

 

 

 

 

William M. Tank, Senior Vice President and Chief Credit Officer of QCR Holdings, will assume the new role of EVP, Chief Credit Officer, QCR Holdings

 

 

 

 

John A. Rodriguez, Senior Vice President of Operations of Cedar Rapids Bank & Trust, will assume the additional responsibility of EVP, Deposit Operations and Information Services, QCR Holdings

 

 

 

 

Victor J. Quinn, Senior Vice President of Operations & Cashier of Quad City Bank & Trust, will assume the additional responsibilities of EVP, Funds Management, QCR Holdings

 

 

 

 

Shellee R. Showalter, Vice President and Director of Finance and Equity Compensation of QCR Holdings, will become Senior Vice President Finance and Budgeting, QCR Holdings

QCR Holdings and Quad City Bank & Trust have selected two current independent board members to serve as Chairmen effective January 1, 2007.  James J. Brownson, President, W. E. Brownson Co., Davenport, Iowa will become Chairman of the Board of QCR Holdings.  Mark C. Kilmer, President, Republic Companies, Davenport, Iowa will become Chairman of the Board of Quad City Bank & Trust.  Mr. Hultquist commented, “An increasing number of public companies are appointing independent directors as Chairmen of the Board as a corporate governance best practice and that these two individuals are dedicated board members well-suited to take on these new responsibilities.”



Kurt E. Andrae has been named President & CEO of First Wisconsin Bank & Trust, which is currently a branch of Rockford Bank & Trust.  It is planned that First Wisconsin Bank & Trust will become a bank charter in early 2007.  Kurt was previously a senior vice president of LaSalle Bank, N.A. and the president of Red Wing Land Company in Lake Geneva, Wisconsin.

CEO Hultquist complimented the board of directors and Mr. Bauer on their efforts in planning for this transition.  “Mike Bauer is a pillar for independent community banking.  He is very well-known and highly regarded among Iowa-Illinois bankers and has guided our company very successfully for 13 years.  He has positioned us well to move into the next phase of our history.  We have a team of very talented bankers who are being promoted at this time to lead our organization.  Our loyal and dedicated employees are our biggest asset.  I look forward to moving ahead with the support of all employees to continue our tradition of relationship banking and to reward all of our various stakeholders with the service and returns they deserve.”


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