Beacon Financial Corp 8-K, filed Sep 14, 2023
Beacon Financial Corp (BBT)
8-K
2023-09-14
For: 2023-09-13
View Original
Added on
April 07, 2026
About this 8-K
Beacon Financial Corp filed this 8-K on September 14, 2023, reporting on events of September 13, 2023.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
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 13, 2023
(Exact Name of Registrant as Specified in its Charter)
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(State or Other Jurisdiction)
of Incorporation)
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(Commission File No.)
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(I.R.S. Employer
Identification No.)
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrant’s telephone number, including area code: (800 ) 773-5601 , ext. 133773
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class
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Trading symbol(s)
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Name of each exchange on which registered
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule
12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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
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On September 13, 2023, the Board of Directors of Berkshire Hills Bancorp, Inc. (the “Company”) appointed Mary Anne Callahan to the Board of
Directors of the Company, effective immediately. The Board of Directors also appointed Ms. Callahan to the Compensation Committee and the Risk Management, Capital and Compliance Committee of the Board of Directors. Ms. Callahan will be considered an
independent director. Ms. Callahan was also appointed to the Board of Directors of Berkshire Bank.
Ms. Callahan, age 60, served most recently as a Managing Director in the Financial Services Group at
Piper Sandler Companies. Prior to joining Piper Sandler, she was a principal in Sandler O’Neill & Partners, L.P.’s investment banking group advising banks, thrifts and specialty finance companies and worked in the financial institutions group at
Merrill Lynch and CIBC World Markets. Ms. Callahan holds a Master of Business Administration from the Wharton School of the University of Pennsylvania and a Bachelor of Arts from Wellesley College.
There were no arrangements or understandings between Ms. Callahan and any other person pursuant to which Ms. Callahan was selected as a director. Ms. Callahan
is not a party to any transaction with the Company or Berkshire Bank that would require disclosure under Item 404(a) of Securities and Exchange Commission Regulation S-K.
A news release containing additional information is included herewith as Exhibit 99.1.
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Financial Statements and Exhibits
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(a)
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Financial statements of businesses acquired. Not Applicable.
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(b)
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Pro forma financial information. Not Applicable.
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(c)
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Shell company transactions: Not Applicable.
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(d)
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Exhibits:
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Exhibit No.
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Description
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104.1
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Cover Page for this Current Report on Form 8-K, formatted in Inline XBRL
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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.
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Berkshire Hills Bancorp, Inc.
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DATE: September 14, 2023
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By:
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/s/ Wm. Gordon Prescott |
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Wm. Gordon Prescott
Senior Executive Vice President, General Counsel and Corporate Secretary
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EXHIBIT 99.1
Berkshire Hills Bancorp Appoints Mary Anne Callahan
as New Independent Director
BOSTON – September 14, 2023 – Berkshire Hills Bancorp, Inc. (NYSE: BHLB), the parent company of Berkshire Bank, a leading socially responsible community bank with financial centers in New England and New York, announced the election of Mary Anne Callahan to the Board of Directors of the Company and its wholly-owned subsidiary Berkshire Bank effective September 13, 2023. Ms. Callahan has extensive investment banking
expertise including advising bank clients on strategy, capital management and merger and acquisitions. She served most recently as a Managing Director in the Financial Services Group at Piper Sandler Companies. Upon her election, Ms. Callahan was
determined to be an independent director and appointed to the Compensation Committee and the Risk Management, Capital and Compliance Committee of the Board.
"We are delighted to welcome Mary Anne to our Board of Directors," said Chairperson David M. Brunelle. “Her shareholder orientation and substantial
investment banking experience will bring insights and valuable perspectives to the Board.”
“Mary Anne’s deep understanding of the competitive dynamics in the New England and New York banking markets along with her extensive industry knowledge and
decades-long relationships in the sector make her the ideal candidate to help Berkshire Bank continue to grow strategically while advancing on our journey toward becoming a high-performing, leading socially responsible community bank,” added
Berkshire Bank CEO Nitin Mhatre.
Mary Anne Callahan
“Berkshire has built a reputable financial institution that is well-respected by clients, investors, employees and its broader communities. I’m excited to
have the opportunity to join the board and use my experience to contribute to Berkshire’s ongoing transformation,” stated Ms. Callahan.
About Mary Anne Callahan
Ms. Callahan brings more than 35 years of investment banking expertise most recently as a Managing Director in the Financial Services Group at Piper
Sandler Companies where her responsibilities included advising bank management and boards of directors in the Northeast region on a broad range of strategic and financial topics. Prior to joining Piper Sandler, she was a principal in Sandler O’Neill
& Partners, L.P.’s investment banking group advising banks, thrifts and specialty finance companies and worked in the financial institutions group at Merrill Lynch and CIBC World Markets. Ms. Callahan holds a Master of Business Administration
from the Wharton School of the University of Pennsylvania and a Bachelor of Arts from Wellesley College.
About Berkshire Hills Bancorp
Headquartered in Boston, Berkshire Hills Bancorp (NYSE:BHLB) is the
parent of Berkshire Bank. Founded in 1846, the Bank's vision is to be a high-performing leading socially responsible community bank. It empowers the financial
potential of its stakeholders by making banking available where, when, and how it's needed through an uncompromising focus on exceptional customer service, digital banking, and positive community impact. Providing a wide range of financial solutions
through its consumer banking, commercial banking and wealth management divisions, the Bank has approximately $12.1 billion in assets and a community-based footprint of 100 financial centers in Massachusetts, New York, Vermont, Connecticut, and Rhode
Island. Named
one of America’s Most Trusted Companies by Newsweek and America’s Best Midsize Employers by Forbes, Berkshire is also listed in the Bloomberg Gender-Equality Index and a Best Place to Work for LGBTQ+ Equality. To learn more, follow us on Facebook, Twitter, Instagram, and LinkedIn.
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Investor Contact
Kevin Conn
Investor Relations
617.641.9206
KAConn@berkshirebank.com |
Media Contact:
Gary Levante
Corporate Communications
413.447-1737
glevante@berkshirebank.com
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