LEGAL PROCEEDINGS
−Removed: Horizon and its subsidiaries are involved in various legal proceedings incidental to the conduct of their business.
+Added: As of April 20, 2023, a putative class action lawsuit entitled Chad Key, et al.
+Added: Horizon Bancorp, Inc., et al., Case No.
+Added: 1:23-cv-02961 (”Securities Action”) was filed against the Company and two of its officers in the U.S.
+Added: District Court for the Eastern District of New York.
+Added: The Securities Action asserts claims under §§ 10(b) and 20(a) of the Securities Exchange Act of 1934 alleging, among other things, the Company made materially false and misleading statements and failed to disclose material adverse facts which allegedly resulted in harm to a putative class of purchasers of our securities from March 9, 2022 and March 10, 2023.
+Added: As of (1) August 28, 2023, a lawsuit related to the Securities Action was filed by Sally Hundley, derivatively on behalf of the Company, against the Company, as nominal defendant, and 2 of the Company's officers and 10 of its directors and (2) August 31, 2023, a lawsuit also related to the Securities Action was filed by Aziz Chowdhury, derivatively on behalf of the Company, against the Company, as nominal defendant, and 2 of the Company's officers and 10 of its directors (the “Derivatives Actions”) in the U.S.
+Added: District Court for the Eastern District of New York.
+Added: The Derivative Actions allege, among other things, breach of the officers and directors' fiduciary duties.
+Added: The Derivative Actions have been consolidated and stayed pending resolution of any motion to dismiss in the Securities Action.
+Added: Based on our initial review of these actions, management believes that the Company has strong defenses to the claims and intends to vigorously defend against them.
+Added: As of December 31, 2023, no liabilities related to the above matters were recorded because we have concluded such liabilities are not probable and the amounts of such liabilities are not reasonably estimable.
+Added: In addition to the matters described above, from time to time, Horizon and its subsidiaries are involved in various legal proceedings incidental to the conduct of their business.
Management does not expect that the outcome of any such proceedings will have a material adverse effect on our consolidated financial position or results of operations.
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INFORMATION ABOUT OUR EXECUTIVE OFFICERS
−Removed: Dwight 65 Chairman of Horizon since July 2014;
−Removed: Chairman and Chief Executive Officer of the Bank since January 2003;
−Removed: Chief Executive Officer of Horizon and the Bank since July 2001;
−Removed: President of the Bank from 1998 to January 2003.
−Removed: As previously disclosed, Mr.
−Removed: Dwight will continue to serve as Chief Executive Officer until June 1, 2023 and will continue to serve as Chairman of both Horizon and the Bank thereafter.
Prame 54 President of Horizon and the Bank since August 15, 2022;
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Joseph Capital Corp., Mishawaka, Indiana from 2004 to 2007.
+Added: On November 7, 2023, Horizon announced a succession plan for its Chief Financial Officer.
+Added: Horizon and Mark E.
+Added: Secor have agreed that he will transition from his role as Executive Vice President and Chief Financial Officer (“CFO”) of Horizon and the Bank.
+Added: Secor will continue in the role of Executive Vice President and Chief Financial Officer until a successor is appointed and support the transition process through April 30, 2024.
+Added: Horizon has initiated a search process to identify Horizon's next CFO.
DeRuiter 62 Executive Vice President of Horizon and Senior Bank Operations Officer since January 2014;
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President of the Chemical Bank Foundation 2013 to 2017.
−Removed: Najera 52 Executive Vice President, Senior Retail & Mortgage Lending Officer since April 2022;
−Removed: Senior Vice President, Consumer Lending and CRA/Fair Lending from December 2018 to April 2022.
−Removed: Previously, Mr.
−Removed: Najera played professional baseball for five years with the Cleveland Indians and the Cincinnati Reds.
All officers are appointed annually by the Board of Directors of Horizon and the Bank, as applicable.
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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.