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Directors, Executive Officers, and Corporate Governance
−Removed: The information contained under the captions “Proposal 1 - Election of Directors”, “Executive Officers of the Corporation”, “Beneficial Ownership of Common Shares of the Corporation Delinquent Section 16(a) Reports”, “Board of Director Meetings and Committees – Audit Committee”, “Corporate Governance - Code of Ethics” and “Corporate Governance – Nominating Procedure” in the 2020 Proxy Statement is incorporated herein by reference in response to this Item.
+Added: The information contained under the captions “Proposal 1 - Election of Directors”, “Beneficial Ownership of Common Shares of the Corporation Delinquent - Section 16(a) Reports”, “Board of Director Meetings and Committees – Audit Committee”, “Corporate Governance - Code of Ethics” and “Corporate Governance – Nominating Procedure” and “Executive Officers of the Corporation” in the 2021 Proxy Statement is incorporated herein by reference in response to this Item.
Executive Compensation.
−Removed: The information contained under the captions “Executive Compensation”, “2019 Compensation of Directors” and “Compensation Committee Interlocks and Insider Participation” in the 2020 Proxy Statement is incorporated herein by reference in response to this Item.
+Added: The information contained under the captions “2020 Compensation of Directors”, “Compensation Committee Interlocks and Insider Participation” and “Executive Compensation” in the 2021 Proxy Statement is incorporated herein by reference in response to this Item.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
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Filed as Exhibit 3.2 to Civista Bancshares, Inc.’s Quarterly Report on Form 10-Q for the period ended September 30, 2017, filed on November 8, 2017 and incorporated herein by reference.
−Removed: Form of Certificate for 6.50% Noncumulative Redeemable Convertible Perpetual Preferred Shares, Series B, of Civista Bancshares, Inc.
−Removed: Filed as Exhibit 4.2 to Civista Bancshares, Inc.’s Pre-Effective Amendment No.1 to Form S-1 Registration Statement filed November 1, 2013, and incorporated herein by reference.
−Removed: Form of Depositary Receipt for Depositary Shares, each representing 1/40 th of a 6.50% Noncumulative Redeemable Convertible Perpetual Preferred Share, Series B, of Civista Bancshares, Inc.
−Removed: Filed as Exhibit 4.3 to Civista Bancshares, Inc.’s Pre-Effective Amendment No.1 to Form S-1 Registration Statement filed November 1, 2013, and incorporated herein by reference.
−Removed: Deposit Agreement dated December 1, 2013, among Civista Bancshares, Inc., Illinois Stock Transfer Company, as Depositary, and the holders from time to time of Depositary Receipts thereunder.
−Removed: Filed as Exhibit 4.4 to Civista Bancshares, Inc.’s Pre-Effective Amendment No.1 to Form S-1 Registration Statement filed November 1, 2013, and incorporated herein by reference.
Agreement to furnish instrument and agreements defining rights of holders of long-term debt.
Included herewith.
+Added: Description of Capital Stock of Civista Bancshares, Inc.
+Added: Included herewith.
Form of Change of Control Agreement by and among Civista Bancshares, Inc., Civista Bank and certain executive officers.
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2018 Amendment to Supplemental Nonqualified Executive Retirement Plan
−Removed: Filed as Exhibit 10.1 to Civista Bancshares, Inc.’s Quarterly Report on Form 10-Q for the period ended June 30, 2018, filed on August 8, 2018 (File No.
+Added: Filed as Exhibit 10.1 to Civista Bancshares, Inc.’s Quarterly Report on Form 10-Q for the period ended June 30, 2018, filed on August 8, 2018 and incorporated herein by reference (File No.
Civista Bancshares, Inc.
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Included herewith
−Removed: The following materials from Civista Bancshares, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2019, formatted in XBRL (eXtensible Business Reporting Language) pursuant to Rule 405 of Regulation S-T:
+Added: The following materials from Civista Bancshares, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2020, formatted in Inline XBRL (eXtensible Business Reporting Language) pursuant to Rule 405 of Regulation S-T:
(i) Consolidated Balance Sheets as of December 31, 2020 and 2019;
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and (vi) Notes to Consolidated Financial Statements .
+Added: Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Management contract or compensatory plan or arrangement
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.