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): May 18, 2022

First Business Financial Services, Inc.

(Exact name of registrant as specified in its charter)

401 Charmany Drive

Madison, Wisconsin 53719

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (608) 238-8008

N/A

(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):

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. ¨

Securities registered pursuant to Section 12(b) of the Act:

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

On May 18, 2022, Edward G. Sloane, Jr., Chief Financial Officer of First Business Financial Services, Inc. (the “Company”), notified the Company that he intends to retire on March 31, 2023. The Company plans to appoint Brian D. Spielmann, the Company’s Chief Accounting Officer, to succeed Mr. Sloane as the Company’s Chief Financial Officer upon Mr. Sloane’s retirement. In the interim, Mr. Spielmann will serve as Deputy Chief Financial Officer and Chief Accounting Officer of the Company.

Item 8.01. Other Events.

On May 19, 2022, the Company issued a press release announcing the events described in Item 5.02 of this Current Report on Form 8-K. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits. The following exhibit is being furnished herewith:

Forward-Looking Statements

This report may include forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, which reflect First Business Bank’s current views with respect to future events and financial performance. Forward-looking statements are not based on historical information, but rather are related to future operations, strategies, financial results, or other developments. Forward-looking statements are based on management’s expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made. Those statements are based on general assumptions and are subject to various risks, uncertainties, and other factors that may cause actual results to differ materially from the views, beliefs, and projections expressed in such statements. Such statements are subject to risks and uncertainties, including among other, those described in the Company’s annual report on Form 10-K for the year ended December 31, 2021 and other filings with the Securities and Exchange Commission.

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Document

Press Release

Contact:

Corey Chambas

President and Chief Executive Officer

First Business Financial Services, Inc.

608-232-5901

cchambas@firstbusiness.bank

FIRST BUSINESS BANK ANNOUNCES 2023 CFO SUCCESSION PLAN

-- Chief Financial Officer Ed Sloane to retire in March 2023 and Chief Accounting Officer Brian Spielmann named as his successor --

MADISON, Wis., May 19, 2022 (BUSINESS WIRE) -- First Business Financial Services, Inc. (the “Company”, the “Bank”, or “First Business Bank”) (Nasdaq:FBIZ) announced that Chief Financial Officer Edward G. Sloane, Jr. intends to retire on March 31, 2023 and that the Company plans to name Chief Accounting Officer Brian D. Spielmann to succeed him as CFO effective the same date.

“Brian has an in-depth understanding of our Bank, our finance and accounting team, and our strategic vision for continued growth and success, as well as the needs of our internal and external stakeholders,” President and Chief Executive Officer Corey Chambas said. “As a strategic contributor and trusted advisor to me and the entire management team for many years, Brian truly embodies First Business Bank’s commitment to create value by living our values and is ideally suited to serve as our next CFO.”

Spielmann will serve as Deputy Chief Financial Officer and Chief Accounting Officer until he succeeds Sloane as CFO of the holding Company and First Business Bank on March 31. The 16-year Company veteran has played an instrumental role in First Business Bank’s strategic planning, capital planning, asset/liability management, liquidity management, financial reporting and investor relations activities. Prior to being named Chief Accounting Officer in 2020, Spielmann held a number of progressive financial leadership roles after joining First Business Bank in 2006. He earned his accounting degree from Bradley University and his Masters of Business Administration from Edgewood College. A certified public accountant, Spielmann also completed the ABA Stonier Graduate School of Banking program and holds a Leadership Certificate in Banking from the University of Pennsylvania – The Wharton School.

“I’ve had the pleasure of working closely with Brian since I arrived at the Bank and know the finance team and the Company as a whole will be in excellent hands with him as First Business Bank’s CFO,” Sloane said. “I want to thank Corey, the Board and all of my colleagues for the incredible opportunity they’ve given me to contribute to this special Company’s mission and the Madison community that I’m very proud to now call home.”

Sloane’s distinguished 40-year career includes serving as First Business Bank’s CFO since 2016. Previously, he was CFO of Peoples Bancorp, Inc. and served in a variety of roles at WesBanco, Inc., including Senior Vice President of Strategic Planning. Sloane received a BSBA from Marshall University, a Leadership Certificate from the Graduate School of Banking at the University of Wisconsin-Madison, and is a certified public accountant.

“Ed joined First Business Bank as our CFO more than six years ago, and we have benefitted tremendously from his decades of regional and community bank experience,” Chambas added. “Nowhere is Ed’s impact on our organization more evident than in the outstanding finance and accounting team he has built for the Bank,

including the development of a strong cadre of emerging leaders. I am very pleased that we can continue to rely on his expertise over the next 10 months as he and Brian continue to work closely together to support the ongoing execution of our growth initiatives and overall strategic plan.”

About First Business Bank

First Business Bank specializes in Business Banking, including Commercial Banking and Specialty Finance, Private Wealth, and Bank Consulting Services, and through its refined focus delivers unmatched expertise, accessibility, and responsiveness. Specialty Finance solutions are delivered through First Business Bank’s wholly owned subsidiary First Business Specialty Finance, LLC. First Business Bank is a wholly owned subsidiary of First Business Financial Services, Inc. (Nasdaq: FBIZ). For additional information, visit firstbusiness.bank.

This release may include forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995, which reflect First Business Bank’s current views with respect to future events and financial performance. Forward-looking statements are not based on historical information, but rather are related to future operations, strategies, financial results, or other developments. Forward-looking statements are based on management’s expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made. Those statements are based on general assumptions and are subject to various risks, uncertainties, and other factors that may cause actual results to differ materially from the views, beliefs, and projections expressed in such statements. Such statements are subject to risks and uncertainties, including among others, those described in the Company’s annual report on Form 10-K for the year ended December 31, 2021 and other filings with the Securities and Exchange Commission.

End of Release