10 unchanged sentences
Other Information.
+Added: During the three months ended December 31, 2023, none of the Company's officers or directors adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
3 unchanged sentences
Executive Officers of the Registrant” of this Form 10-K.
−Removed: Information appearing under “Election of Directors,” “Corporate Governance - Board Committees,” “Shareholder Nominations for Election to the Board” and "Delinquent Section 16(a) Reports" of First Financial's Definitive Proxy Statement with respect to the Annual Meeting of Shareholders to be held on May 23, 2023, and which is expected to be filed with the SEC, pursuant to Regulation 14A of the Exchange Act (First Financial’s Proxy Statement) within 120 days of the close of our fiscal year, is incorporated herein by reference in response to this item.
+Added: The information appearing under the headings “Election of Directors,” “Corporate Governance - Board Committees,” “Shareholder Nominations for Election to the Board” and "Delinquent Section 16(a) Reports" in First Financial's Definitive Proxy Statement with respect to the Annual Meeting of Shareholders to be held on May 28, 2024, and which is expected to be filed with the SEC, pursuant to Regulation 14A of the Exchange Act (First Financial’s Proxy Statement) within 120 days of the close of our fiscal year, is incorporated herein by reference in response to this item.
Executive Compensation.
−Removed: The information appearing under the headings “Meetings of the Board of Directors and Committees of the Board,” “Compensation Discussion and Analysis,” “Executive Compensation,” “Compensation Committee Interlocks and Insider Participation,” and “Compensation Committee Report” in First Financial’s Proxy Statement is incorporated herein by reference in response to this item.
+Added: The information appearing under the headings “Meetings of the Board of Directors and Committees of the Board,” “Compensation Discussion and Analysis,” “Executive Compensation,” “Compensation Tables," "Compensation Committee Interlocks and Insider Participation,” “Compensation Committee Report” and "2023 Board Compensation" in First Financial’s Proxy Statement is incorporated herein by reference in response to this item.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
−Removed: The information appearing under the heading “Shareholdings of Directors, Executive Officers, and Nominees for Director” of First Financial’s Proxy Statement is incorporated herein by reference in response to this item.
+Added: The information appearing under the headings “Shareholdings of Directors, Executive Officers, and Nominees for Director” and "Principal Shareholders" of First Financial’s Proxy Statement is incorporated herein by reference in response to this item.
Equity Compensation Plan Information
17 unchanged sentences
The information appearing in Note 15 - Related Parties Transactions in the Notes to Consolidated Financial Statements included in First Financial’s 2023 Annual Report to Shareholders (included as Exhibit 13 of this report) is incorporated herein by reference in response to this item.
−Removed: The information appearing under the heading “Corporate Governance-Transactions with Related Parties” in First Financial’s Proxy Statement is incorporated herein by reference in response to this item.
+Added: The information appearing under the headings "Director Independence" and “Corporate Governance-Transactions with Related Parties” in First Financial’s Proxy Statement is incorporated herein by reference in response to this item.
Principal Accounting Fees and Services.
5 unchanged sentences
Consolidated Statements of Income for years ended December 31, 2023, 2022 and 2021 - Incorporated by reference from First Financial’s 2023 Annual Report
−Removed: Consolidated Statements of Comprehensive Income for years ended December 31, 2022, 2021 and 2020 - Incorporated by reference from First Financial’s 2022 Annual Report
+Added: Consolidated Statements of Comprehensive Income (Loss) for years ended December 31, 2023, 2022 and 2021 - Incorporated by reference from First Financial’s 2023 Annual Report
Consolidated Statements of Changes in Shareholders' Equity for years ended December 31, 2023, 2022 and 2021 - Incorporated by reference from First Financial’s 2023 Annual Report
147 unchanged sentences
10.35 Pledge and Security Agreement by and between First Financial Bancorp.
−Removed: and Stifel Bank & Trust dated as of December 29, 2021 (filed as Exhibit 10.35 to t he Registrant's Annual Report on Form 10-K for the year ended December 31, 2021 and incorporated here i n by reference) (File No.
+Added: and Stifel Bank & Trust dated as of December 29, 2021 (filed as Exhibit 10.35 to the Registrant's Annual Report on Form 10-K for the year ended December 31, 2021 and incorporated herein by reference) (File No.
13 Registrant's annual report to shareholders for the year ended December 31, 202 3 .
9 unchanged sentences
32.2 Certification of Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 furnished herewith.
−Removed: 101.1 Financial statements from the Annual Report on Form 10-K of the Company for the year ended December 31, 2022, formatted in XBRL:
+Added: 97 Recoupment of Compensation (Clawback) Policy
+Added: 101 Financial statements from the Annual Report on Form 10-K of the Company for the year ended December 31, 2023, formatted in inline XBRL:
(i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Cash Flows, (v) Consolidated Statements of Changes in Shareholders’ Equity, and (vi) Notes to Consolidated Financial Statements, as blocks of text and in detail.**
+Added: 104 The cover page from the Annual Report on Form 10-K Report for the Company for the year ended December 31, 2023, formatted in inline XBRL and contained in Exhibit 101.
First Financial will furnish, without charge, to a security holder upon request a copy of the documents, portions of which are incorporated by reference (Annual Report to Shareholders and Proxy Statement), and will furnish any other Exhibit upon the payment of reproduction costs.
13 unchanged sentences
President and Chief Executive Officer James M.
−Removed: Anderson, Executive Vice President and Chief Financial Officer
+Added: Anderson, Executive Vice President, Chief Financial Officer and Chief Operating Officer
Date 2/22/2024 Date 2/22/2024
11 unchanged sentences
/s/ Cynthia O.
−Removed: Booth /s/ Corinne R.
−Removed: Booth, Director Corinne R.
−Removed: Finnerty, Director
+Added: Booth /s/ Susan L.
+Added: Booth, Director Susan L.
+Added: Knust, Director
Date 2/22/2024 Date 2/22/2024
−Removed: Knust /s/ William J.
−Removed: Knust, Director William J.
−Removed: Kramer, Director
+Added: /s/ William J.
+Added: Kramer /s/ Dawn C.
+Added: Kramer, Director Dawn C.
+Added: Morris, Director
Date 2/22/2024 Date 2/22/2024
/s/ Thomas M.
−Removed: O'Brien /s/ Maribeth S.
−Removed: O'Brien, Director Maribeth S.
−Removed: Rahe, Director
+Added: O'Brien /s/ Andre T.
+Added: O'Brien, Director Andre T.
+Added: Porter, Director
Date 2/22/2024 Date 2/22/2024
+Added: /s/ Maribeth S.
+Added: Rahe /s/ Gary W.
+Added: Rahe, Director Gary W.
Warzala, Director
−Removed: Date 2/24/2023
+Added: Date 2/22/2024 Date 2/22/2024
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.