(State or other jurisdiction of incorporation) | (Commission file number) | (IRS Employer Identification No.) |
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 | ||||||
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. | ||||
On August 12, 2021, the Board of Directors (the “Board”) of United Community Banks, Inc. (the “Company”) appointed Jennifer Mumby Bazante, effective September 1, 2021, to serve as a Board member until the Company’s next annual meeting of shareholders. The Board increased the size of the Board from 11 to 12 directors and appointed Ms. Bazante as a director to fill the vacancy created by the increase. Ms. Bazante will participate in the current director compensation arrangements generally applicable to the Company’s non-employee directors as described in the Company’s Proxy Statement filed in connection with the 2021 Annual Meeting of Shareholders. There are no arrangements or understandings between Ms. Bazante and other persons pursuant to which she was selected as a director. The Board’s Nominating/Corporate Governance Committee determined Ms. Bazante to be independent for purposes of Nasdaq listing standards. Ms. Bazante has not engaged in any transaction with the Company or the Bank that would be reportable as a related party transaction under Item 404(a) of Securities and Exchange Commission Regulation S-K. Ms. Bazante is the Chief Marketing and Communications Officer for Humana, Inc., by whom she has been employed since 2014. | |||||
Item 7.01 | Regulation FD Disclosure. | ||||
Item 5.02 of this Current Report on Form 8-K is incorporated herein by reference. A copy of the Company’s news release announcing the appointment of Ms. Bazante is furnished as Exhibit 99 to this Current Report on Form 8-K. | |||||
Item 9.01 | Financial Statements and Exhibits. | ||||
(d) Exhibits | The following exhibit index lists the exhibits that are either filed or furnished with the Current Report on Form 8-K. |
EXHIBIT INDEX |
Exhibit No. | Description | ||||
104 | The cover page from this Current Report on Form 8-K, formatted in Inline XBRL. |
UNITED COMMUNITY BANKS, INC. | |||||||||||
By: | /s/ Melinda Davis Lux | ||||||||||
Name: | Melinda Davis Lux | ||||||||||
Title: | General Counsel and Corporate Secretary | ||||||||||
Date: August 16, 2021 |