8-K

WSFS FINANCIAL CORP (WSFS)

8-K 2020-11-23 For: 2020-11-23
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Added on April 10, 2026

knabUNITED 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

November 23, 2020

Date of Report

(Date of Earliest Event Reported)

WSFS Financial Corporation

(Exact Name of Registrant as Specified in its Charter)

Delaware 001-35638 22-2866913
(State or Other Jurisdiction<br>of Incorporation) (SEC Commission<br>File Number) (IRS Employer<br>Identification Number)

500 Delaware Ave,

Wilmington, Delaware, 19801

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, including Area Code: (302) 792-6000

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 communication 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, par value $0.01 per share WSFS Nasdaq Global Select Market

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 40.12b-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.

On November 23, 2020, Nancy J. Foster was appointed to the Board of Directors of WSFS Financial Corporation (“WSFS” or the “Company”), effective November 23, 2020. Ms. Foster is currently the President and Chief Executive Officer of The Risk Management Association.

With this appointment, the WSFS Board will have 12 members, nine of whom are independent, including Ms. Foster. Ms. Foster will be entitled to receive cash and equity compensation as a non-employee member of the Board, as described in the section entitled “Compensation of the Board of Directors” in the Company’s 2020 Proxy Statement on Schedule 14A, filed with the Securities and Exchange Commission on March 23, 2020, the amount of which will be prorated from the date of her appointment. Ms. Foster will stand for reelection at the 2021 Annual Meeting of Stockholders. Ms. Foster will also serve on the Executive Committee of the Board.

There are no arrangements or understandings between Ms. Foster and any other person pursuant to which Ms. Foster was selected as a director, and there are no transactions to which the Company is a party and in which Ms. Foster has a material interest subject to disclosure under Item 404(a) of Regulation S-K.

A copy of the Company’s press release (“Press Release”) announcing the appointment of Ms. Foster to the WSFS Board of Directors, issued by the Company on November 23, 2020, is attached hereto as Exhibit 99.1 to this Form 8-K.

Item 9.01 Financial Statements and Other Exhibits.

(d) Exhibits.

99.1 Press Release, datedNovemberwsfspressrelease-nancyfo.htm23, 2020

104 Cover Page Interactive Data File (Embedded within the Inline XBRL document)

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.

WSFS FINANCIAL CORPORATION
Date: November 23, 2020 By: /s/ Dominic C. Canuso
Dominic C. Canuso<br>Executive Vice President and<br>Chief Financial Officer

wsfspressrelease-nancyfo

Exhibit 99.1 WSFS Bank Center 500 Delaware Avenue, Wilmington, Delaware 19801 FOR IMMEDIATE RELEASE Investor Relations Contact: Dominic C. Canuso (302) 571-6833 November 23, 2020 dcanuso@wsfsbank.com Media Contact: Rebecca Acevedo (215) 253-5566 racevedo@wsfsbank.com WSFS Announces Nancy J. Foster Joins its Board of Directors WILMINGTON, Del. – WSFS Financial Corporation (Nasdaq: WSFS), the parent company of WSFS Bank, today announced the appointment of Nancy J. Foster, President and Chief Executive Officer of The Risk Management Association, to its Board of Directors, effective November 23, 2020. Foster will also serve on the Board’s Executive Committee. She will stand for election at the 2021 Annual Meeting of Stockholders. “We are grateful to have a leader with Nancy’s broad range of experience in commercial banking, risk management and lending, as well as her significant expertise in business transformation join our Board of Directors. She will be an immediate asset to WSFS as we continue our strategic growth,” said Rodger Levenson, WSFS’ Chairman, President and Chief Executive Officer. “Periodically adding Board Directors is consistent with our ongoing philosophy of refreshment with the objective of bringing new ideas, perspectives and business acumen to complement the Board.” Foster has served as President and CEO of The Risk Management Association since 2018, where she has worked with the board, chapters, regulators and institutional members to advance sound risk management practices among the 100-year-old association’s more than 1,900 financial institutions, which collectively represent 85 percent of bank assets in the U.S. and Canada. Foster has nearly forty years of experience in commercial banking and risk management. Prior to joining The Risk Management Association, Foster was Executive Vice President, Chief Risk Officer and Head of Personal Financial Services at Park Sterling Bank. She was previously Chief Risk Officer of CIT Group, Inc., where she was responsible for global, enterprise-wide risk management. Prior to joining CIT, Foster was Group Senior Vice President at LaSalle Bank Corporation. During her tenure at LaSalle, she held several roles of increasing responsibility in middle market lending and credit risk management. Foster received her master’s degree in business administration in finance and strategy from the University of Chicago Booth School of Business and her bachelor’s degrees in finance and economics from Illinois State University.


WSFS Bank Center 500 Delaware Avenue, Wilmington, Delaware 19801 About WSFS Financial Corporation WSFS Financial Corporation is a multi-billion-dollar financial services company. Its primary subsidiary, WSFS Bank, is the oldest and largest locally managed bank and trust company headquartered in Delaware and the greater Philadelphia region. As of September 30, 2020, WSFS Financial Corporation had $13.8 billion in assets on its balance sheet and $23.1 billion in assets under management and administration. WSFS operates from 115 offices, 90 of which are banking offices, located in Pennsylvania (54), Delaware (43), New Jersey (16), Virginia (1) and Nevada (1) and provides comprehensive financial services including commercial banking, retail banking, cash management and trust and wealth management. Other subsidiaries or divisions include Arrow Land Transfer, Cash Connect®, Cypress Capital Management, LLC, Christiana Trust Company of Delaware, NewLane Finance, Powdermill Financial Solutions, West Capital Management, WSFS Institutional Services®, WSFS Mortgage, and WSFS Wealth Investments. Serving the greater Delaware Valley since 1832, WSFS Bank is one of the ten oldest banks in the United States continuously operating under the same name. For more information, please visit www.wsfsbank.com. ###