8-K
HOME BANCORP, INC. (HBCP)
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 12, 2020 | |
|---|---|---|
| Home Bancorp, Inc. | ||
| --- | ||
| (Exact name of registrant as specified in its charter) | ||
| Louisiana | 001-34190 | 71-1051785 |
| --- | --- | --- |
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 503 Kaliste Saloom Road, Lafayette, Louisiana | 70508 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) | |
| Registrant’s telephone number, including area code | (337) 237-1960 | |
| --- | --- | |
| 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):
| ☐ | 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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock | HBCP | Nasdaq Stock Market |
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 Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers |
|---|
(b) On May 12, 2020, Mr. Michael P. Maraist retired from the Board of Directors of Home Bancorp, Inc. (the “Company”). Mr. Maraist’s retirement was in accordance with the mandatory retirement provision of Section 4.1 of the Company’s Bylaws. Section 4.1 provides that no director shall serve as such beyond the annual meeting of shareholders following such director’s 72^nd^ birthday.
| Item 5.07 | Submission of Matters to a Vote of Security Holders |
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(a) An Annual Meeting of Shareholders of the Company was held on May 12, 2020.
(b) There were 9,090,495 shares of common stock of the Company eligible to be voted at the Annual Meeting and 7,704,816 shares represented in person or by proxy at the Annual Meeting, which constituted a quorum to conduct business at the meeting.
The items voted upon at the Annual Meeting and the votes for each proposal were as follows:
1.To elect three directors for a three-year term expiring in 2023.
| Director | For | Withheld | Broker Non-votes |
|---|---|---|---|
| Paul J. Blanchet, III | 5,488,667 | 241,967 | 1,974,182 |
| Daniel G. Guidry | 5,111,438 | 619,196 | 1,974,182 |
| Chris P. Rader | 4,115,917 | 1,614,717 | 1,974,182 |
2.To adopt a non-binding resolution to approve the compensation of our named executive officers.
| For | Against | Abstain | Broker Non-votes |
|---|---|---|---|
| 5,363,289 | 265,804 | 101,541 | 1,974,182 |
3.To ratify the appointment of Wipfli LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2020.
| For | Against | Abstain |
|---|---|---|
| 7,668,892 | 3,356 | 32,568 |
At the Annual Meeting, the shareholders of the Company elected each of the nominees as director, adopted the the non-binding resolution to approve the compensation of executive officers and adopted the proposal to ratify the appointment of the Company’s independent registered public accounting firm.
(c)Not applicable
(d)Not applicable
| Item 8.01 | Other Events |
|---|
On May 12, 2020, the Company issued a press release announcing that its Board of Directors elected John W. Bordelon as Chairman of the Board. Mr. Bordelon, who has served as a member of the Board and President and Chief Executive Officer of the Company since October 2008, succeeds Mr. Maraist as Chairman of the Board. A copy of the related press release (the "Press Release") is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits |
|---|
(a)Not applicable.
(b)Not applicable.
(c)Not applicable.
(d)Exhibits
The following exhibit is filed herewith.
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release -Home BancorpNames John W. Bordelon Chairman, datedMay 12,2020 |
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.
| HOME BANCORP, INC. | ||
|---|---|---|
| Date: May 12, 2020 | By: | /s/ Joseph B. Zanco |
| Joseph B. Zanco | ||
| Executive Vice President and Chief Financial Officer |
EXHIBIT INDEX
| Exhibit Number | Description |
|---|---|
| 99.1 | Press Release - Home Bancorp Names John W. Bordelon Chairman, datedMay 12,2020 |
Document
For further information contact:
John W. Bordelon, President and CEO
(337) 237-1960
Release Date: May 12, 2020
For Immediate Release
HOME BANCORP NAMES JOHN W. BORDELON CHAIRMAN
Lafayette, La. – Home Bancorp, Inc. (Nasdaq: “HBCP”) (the “Company”), and Home Bank, N.A. (the “Bank”), the Company’s wholly-owned subsidiary, (www.home24bank.com), announced today that the Company’s Board of Directors has elected John W. Bordelon as Chairman. Bordelon has served as President and Chief Executive Officer of the Company since its inception in October 2008 and in the same role for the Bank since 1993.
“John has done a tremendous job leading Home Bank over the past decades,” stated Chris P. Rader, Chairman of the Company’s Corporate Governance and Nominating Committee. “His ability to attract and develop an incredibly talented team of bankers has ensured that our company is able to deliver a high level of service to our customers.”
“As Board Chair, John understands the importance of providing sound governance and risk oversight,” continued Mr. Rader. “His vast banking experience provides our Board with the key leadership insights banks need during these ever-changing and challenging times.”
Bordelon joined Home Bank in 1981 and served in several leadership positions prior to being promoted to President and CEO. He has served on the Board of Directors for Community Foundation of Acadiana, Southwest Medical Center, United Way of Acadiana, Louisiana Open, Ascension Day School, Women’s and Children’s Hospital and the University of Louisiana’s Athletic Foundation Advisory Committee. He was Chairman of the Greater Lafayette Chamber of Commerce and co-founded the Ragin Cajun Athletic Foundation.
“I’m honored to have been chosen by my colleagues to lead our Board of Directors,” said Mr. Bordelon, “It is due to their leadership and the tremendous work of our employees that we have such a strong company. We are committed like never before to taking Home Bank to even greater heights by creating exceptional customer experiences day after day.”
As previously indicated, Michael P. Maraist, the former Chairman of the Board, retired from the Boards of Directors of the Company and Bank in accordance with the mandatory retirement provision of the Company’s Bylaws. He will serve as Director Emeritus of the Home Bank Board of Directors.
“We are deeply grateful to Mike Maraist for his years of service leading our Board of Directors,” continued Bordelon. “He led the Board through our IPO and the substantial growth that followed. Even though he’s retired as a director, he will be available as Director Emeritus to continue to offer his wise counsel to our team.”
About Home Bank, N.A.
Home Bank, N.A., founded in 1908 as Home Building & Loan, is the oldest financial institution founded in Lafayette Parish. Through the years, we’ve expanded to serve markets in South Louisiana and Mississippi: Acadiana, Baton Rouge, New Orleans, the Northshore of Lake Pontchartrain, St. Martin and Jeff Davis Parishes, as well as Natchez and Vicksburg.
With 40 locations across South Louisiana and Western Mississippi, Home Bank is committed to serving the needs of our communities. Personal banking has always been Home Bank’s trademark and that tradition continues as we grow, invest and serve our clients and community. We live our values each day, focusing on integrity, innovation and a commitment to serving others. For more information about Home Bank, visit www.home24bank.com.