11 unchanged sentences
Disclosure Controls and Procedures
−Removed: The Company’s management, including our Chairman, Chief Executive Officer and President and our Chief Financial Officer and Treasurer, have evaluated the effectiveness of our "disclosure controls and procedures"
+Added: The Company’s management, including our Chairman, Chief Executive Officer and President and our Chief Operating Officer, Chief Financial Officer and Treasurer, have evaluated the effectiveness of our "disclosure controls and procedures"
(as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act of 1934, as of the end of the period covered by this report.
−Removed: Based on such evaluation, our Chairman, Chief Executive Officer and President and our Chief Financial Officer and Treasurer have concluded that, as of the end of the period covered by the Annual Report on Form 10-K, the Company’s disclosure controls and procedures were effective to provide reasonable assurance that the information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and is accumulated and communicated to the Company’s management, including our Chairman, Chief Executive Officer and President and our Chief Financial Officer and Treasurer, as appropriate, to allow timely decisions regarding required disclosure.
+Added: Based on such evaluation, our Chairman, Chief Executive Officer and President and our Chief Operating Officer, Chief Financial Officer and Treasurer have concluded that, as of the end of the period covered by the Annual Report on Form 10-K, the Company’s disclosure controls and procedures were effective to provide reasonable assurance that the information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and is accumulated and communicated to the Company’s management, including our Chairman, Chief Executive Officer and President and our Chief Operating Officer, Chief Financial Officer and Treasurer, as appropriate, to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
5 unchanged sentences
The information required by this item is hereby incorporated by reference from our Definitive Proxy Statement relating to the 2021 Annual Meeting of Shareholders, or the 2022 Proxy Statement, to be filed with the SEC within 120 days of the end of the fiscal year ended December 31, 2021.
−Removed: Our board of directors has adopted a Code of Business Conduct and Ethics that applies to all of our employees, officers and directors, including our Chief Executive Officer, Chief Financial Officer and other executive officers.
+Added: Our board of directors has adopted a Code of Business Conduct and Ethics that applies to all of our employees, officers and directors, including our Chief Executive Officer, Chief Operating Officer and Chief Financial Officer and other executive officers.
The full text of our Code of Business Conduct and Ethics is posted on the investor relations page of our website which is located https://myfw.gcs-web.com/investor-relations.
15 unchanged sentences
The exhibits are filed as part of this report and exhibits incorporated by reference to other documents are as follows:
+Added: Agreement and Plan of Merger, dated July 22, 2021, by and between First Western Financial, Inc.
+Added: and Teton Financial Services, Inc.
+Added: (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed with the SEC on July 22, 2021, File No.
Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Form S-1 filed with the SEC on July 3, 2018, File No.
6 unchanged sentences
Form of 4.25% Fixed-to-Floating Rate Subordinated Note (incorporated by reference as Exhibit A to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on November 25, 2020, File No.
+Added: Form of 3.25% Fixed-to-Floating Rate Subordinated Note due 2031 (incorporated by reference to Exhibit A to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on August 31, 2021, File No.
Description of Registrant’s Securities
15 unchanged sentences
and John Sawyer (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on April 10, 2020, File No.
−Removed: Business Loan Agreement, dated June 30, 2020 and signed October 28, 2020, by and between First Western Financial, Inc., and BMO Harris Bank N.A.
−Removed: (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on November 3, 2020, File No.
−Removed: Promissory Note, dated June 30, 2020 and signed October 28, 2020, by and between First Western Financial, Inc., and BMO Harris Bank N.A.
−Removed: (incorporated by reference to Exhibit 10.2 to the Company’s Form 8-K filed with the SEC on November 3, 2020, File N.
Asset Purchase Agreement, dated August 18, 2017, among EMC Holdings, LLC, WHMC, LLC, Alan Schrum and First Western Trust Bank (incorporated by reference to Exhibit 10.6 to the Company’s Form S-1 filed with the SEC on June 19, 2018, File No.
5 unchanged sentences
and the several purchasers named therein (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on November 25, 2020, File No.
+Added: Form of Subordinated Note Purchase Agreement, dated August 31, 2021, by and among First Western Financial, Inc.
+Added: and the Purchaser named therein (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed with the SEC on August 31, 2021, File No.
Subsidiaries of First Western Financial, Inc.
30 unchanged sentences
March 15, 2022
−Removed: Director, Chief Financial Officer and Treasurer (principal financial and accounting officer)
+Added: Director, Chief Operating Officer, Chief Financial Officer, and Treasurer (principal financial and accounting officer)
March 15, 2022
12 unchanged sentences
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.