8-K
Peoples Bancorp Inc (PEBO)
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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): February 3, 2023
| PEOPLES BANCORP INC. | ||||||
|---|---|---|---|---|---|---|
| (Exact name of Registrant as specified in its charter) | ||||||
| Ohio | 000-16772 | 31-0987416 | ||||
| --- | --- | --- | ||||
| (State or other jurisdiction | (Commission File | (I.R.S. Employer | ||||
| of incorporation) | Number) | Identification Number) | 138 Putnam Street, PO Box 738 | |||
| --- | --- | --- | ||||
| Marietta, | Ohio | 45750-0738 | ||||
| (Address of principal executive offices) | (Zip Code) | Registrant's telephone number, including area code: | (740) | 373-3155 | ||
| --- | --- | --- | 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:
| ☐ | 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 shares, without par value | PEBO | The 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 Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Planned Retirement of George W. Broughton from Board of Directors
On February 1, 2023, George W. Broughton informed Peoples Bancorp Inc. (“Peoples”) of his decision to retire from the Board of Directors of Peoples and the Board of Directors of Peoples’ banking subsidiary, Peoples Bank, each effective when his current term ends on April 27, 2023. Peoples’ press release announcing Mr. Broughton’s retirement is attached as Exhibit 99 to this Current Report of Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
a) - c)
Not applicable
d) Exhibits
See Index to Exhibits below.
INDEX TO EXHIBITS
| Exhibit Number | Description |
|---|---|
| 99 | News Release issued by Peoples Bancorp Inc. on February 3, 2023 |
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.
| PEOPLES BANCORP INC. | |||
|---|---|---|---|
| Date: | February 3, 2023 | By:/s/ | KATIE BAILEY |
| Katie Bailey | |||
| Executive Vice President,<br>Chief Financial Officer and Treasurer |
Document
| P.O. BOX 738 - MARIETTA, OHIO - 45750 | NEWS RELEASE | |
|---|---|---|
| www.peoplesbancorp.com | ||
| FOR IMMEDIATE RELEASE | Contact: | Chuck Sulerzyski |
| February 3, 2023 | President and CEO | |
| (740) 374-6163 |
PEOPLES BANCORP INC. ANNOUNCES PLANNED RETIREMENT OF GEORGE W. BROUGHTON FROM BOARD OF DIRECTORS
_____________________________________________________________________
MARIETTA, Ohio - Peoples Bancorp Inc. (“Peoples”) (NASDAQ: PEBO) today announced that, after 33 years of dedicated service, George W. Broughton plans to retire from the Board of Directors of Peoples and the Board of Directors of Peoples’ banking subsidiary, Peoples Bank, each effective when his current term ends on April 27, 2023. Mr. Broughton has served on the Boards of Directors of Peoples and Peoples Bank since 1994 and 1990, respectively, and as Vice Chairman of the Board of Directors of both companies since 2013. Mr. Broughton is the son of the late Carl L. Broughton, who served on the Board of Directors of Peoples from 1980 to 1996 and the Board of Directors of Peoples Bank from 1947 to 1989.
“I am grateful for the opportunity to have served as a director the past 33 years and as Vice Chairman the past 11 years,” said Broughton. “Like my father before me, I have always believed that a healthy and vibrant Peoples Bank is absolutely necessary to the economic development of Marietta and other communities served by the bank. I will miss working with the talented associates of Peoples and my colleagues on the Board and am proud of what we have accomplished together over the years. I look forward to continue being a customer and shareholder of Peoples and promoting the bank’s interests in the Marietta area.”
Commenting on Mr. Broughton’s retirement, Peoples’ Chairman of the Board, Susan D. Rector, said, “On behalf of the Board of Directors, I want to thank George for his years of service and many valuable contributions to the success of Peoples. We wish him continued personal and professional success in the future.”
Chuck Sulerzyski, Peoples’ President and Chief Executive Officer, said, “On behalf of all the associates of Peoples, I would like to thank George for the leadership he has provided the company during his time as a director and as Vice Chairman. During his tenure, Peoples weathered many storms, including the Great Recession and COVID-19, and experienced significant growth, both organically and through acquisitions.”
Peoples is a diversified financial services holding company and makes available a complete line of banking, trust and investment, insurance and premium financing solutions through its subsidiaries. Peoples Bank has been headquartered in Marietta, Ohio since 1902. Peoples has established a heritage of financial stability, growth and community impact. Peoples had $7.2 billion in total assets as of December 31, 2022, and 130 locations, including 113 full-service bank branches in Ohio, Kentucky, West Virginia, Virginia, Washington D.C., and Maryland.
Peoples is a member of the Russell 3000 index of U.S. publicly-traded companies. Peoples offers services through Peoples Bank (which includes the divisions of Peoples Investment Services, Peoples Premium Finance and North Star Leasing), Peoples Insurance Agency, LLC, and Vantage Financial, LLC. Learn more about Peoples at www.peoplesbancorp.com.
END OF RELEASE