IBERIABANK CORP Form 8-K: Current report
Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.
- 2020-07-02: Form 8-K; Period of report 2020-07-01; Description 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure; Details 2.01.
- 2020-06-22: Form 8-K; Period of report 2020-06-15; Description 8.01 Other Events; Details 8.01.
- 2020-04-27: Form 8-K; Period of report 2020-04-24; Description 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events; Details 5.07.
- 2020-04-23: Form 8-K; Period of report 2020-04-22; Description 8.01 Other Events; Details 8.01.
| Filed | Form | Period of report | Description | Details | Document |
|---|---|---|---|---|---|
| 2020-07-02 | 8-K | 2020-07-01 | 2.01 Completion of Acquisition or Disposition of Assets; 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing; 3.03 Material Modification to Rights of Security Holders; 5.01 Changes in Control of Registrant; 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers; 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; 7.01 Regulation FD Disclosure | 2.01 On July 1, 2020, IBKC completed its previously announced merger of equals with IBKC. 3.01 On July 1, 2020, IBKC notified The NASDAQ Stock Market LLC (“NASDAQ”) of the impending consummation of the Merger and requested that NASDAQ (i) suspend trading of IBKC Common Stock and IBKC depositary shares representing IBKC Preferred Stock prior to the opening of trading on July 2, 2020, (ii) withdraw IBKC Common Stock and IBKC depositary shares representing IBKC Preferred Stock from listing on NASDAQ prior to the opening of trading on July 2, 2020 and (iii) file with the Securities and Exchange Commission (the “SEC”) on Form 25 a notification of delisting of IBKC Common Stock and IBKC depositary shares representing IBKC Preferred Stock and deregistration under Section 12(b) of the Securities Exchange Act of 1934 (the “Exchange Act”). 3.03 As of the Effective Time, each holder of a certificate or book-entry share representing any shares of IBKC Common Stock or IBKC Preferred Stock will cease to have any rights with respect thereto, except the right to receive the merger consideration as described above and subject to the terms and conditions set forth in the Merger Agreement. 5.01 On July 1, 2020, IBKC was merged with and into First Horizon pursuant to the Merger Agreement, with First Horizon as the surviving corporation. 5.02 At the Effective Time, in accordance with the terms the Merger Agreement, all of IBKC’s directors ceased serving as directors of IBKC, and the board of directors of First Horizon took action to expand the size of the board of First Horizon to seventeen (17). 5.03 As of the Effective Time, the Articles of Incorporation and the Bylaws of IBKC ceased to be in effect by operation of law and the organizational documents of First Horizon (as successor to IBKC by operation of law), as in effect immediately prior to the Effective Time, remained the Restated Charter and Bylaws of First Horizon consistent with the terms of the Merger Agreement, which Restated Charter and Bylaws were amended and amended and restated, respectively, effective as of immediately prior to the Effective Time in accordance with the Merger Agreement. | d62698d8k.htm |
| 2020-06-22 | 8-K | 2020-06-15 | 8.01 Other Events | 8.01 On November 3, 2019, IBERIABANK Corporation, a Louisiana corporation (“IBKC”), entered into an Agreement and Plan of Merger with First Horizon National Corporation, a Tennessee corporation (“First Horizon”), pursuant to which IBKC and First Horizon agreed to effect a mergers-of-equals transaction (the “Merger”). | d920654d8k.htm |
| 2020-04-27 | 8-K | 2020-04-24 | 5.07 Submission of Matters to a Vote of Security Holders; 8.01 Other Events | 5.07 On April 24, 2020, IBERIABANK Corporation (“IBKC”) held a special meeting of its common shareholders (the “IBKC special meeting”). 8.01 On April 24, 2020, IBKC issued a press release announcing that the Merger Proposal was approved by its common shareholders. | d921741d8k.htm |
| 2020-04-23 | 8-K | 2020-04-22 | 8.01 Other Events | 8.01 On or about April 10, 2020, IBERIABANK Corporation (“IBKC”) provided notice to shareholders of record as of the close of business on February 24, 2020 that the location of the Special Meeting of Shareholders to vote on the Agreement and Plan of Merger entered into by IBKC and First Horizon National Corporation and related matters as described in the previously distributed joint proxy statement/prospectus (the “Special Meeting”) will be held online in a virtual meeting format only via live webcast on Friday, April 24, 2020 at 10:00 a.m. | d122038d8k.htm |
| 2020-04-17 | 8-K | 2020-04-17 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 7.01 On April 17, 2020, the Registrant announced its results of operations for the three months ended March 31, 2020. | earningsreleaseq12020c.htm |
| 2020-04-14 | 8-K | 2020-04-14 | 8.01 Other Events | 8.01 On or about March 19, 2020, IBERIABANK Corporation (the “Company”) mailed a definitive proxy statement relating to a special meeting of stockholders of the Company scheduled to be held on April 24, 2020, for the purpose of acting on the following matters: (i) to consider and vote on a proposal to approve the Agreement and Plan of Merger, dated as of November 3, 2019 and as may be amended from time to time, among the Company and First Horizon National Corporation (“First Horizon”), which we refer to as the merger agreement, (ii) to consider and vote on a proposal to approve, on an advisory (non-binding) basis, the merger-related compensation payments that will or may be paid by the Company to its named executive officers in connection with the merger and (iii) to consider and vote on a proposal to approve any adjournment of the special meeting to another time or place, if necessary or appropriate, to solicit additional proxies if there are insufficient votes at the time of the special meeting to approve the merger agreement. | d898605d8k.htm |
| 2020-04-10 | 8-K | 2020-04-10 | 8.01 Other Events | 8.01 On April 10, 2020, IBERIABANK Corporation (“IBKC”) filed additional soliciting material with the Securities and Exchange Commission announcing that, due to public health concerns around the coronavirus pandemic (COVID-19) and to support the health and well-being of its shareholders, associates and community, the location of IBKC’s special meeting of shareholders to be held on Friday, April 24, 2020 at 10:00 a.m. | d906027d8k.htm |
| 2020-04-02 | 8-K | 2020-03-30 | 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year | 5.03 On March 30, 2020, the Board of Directors of the Corporation adopted an amendment to the Corporation's Bylaws. | a8-k3302020bylaws.htm |
| 2020-01-24 | 8-K | 2020-01-24 | 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure | 7.01 On January 24, 2020, the Registrant announced its results of operations for the three and twelve months ended December 31, 2019. | earningsreleaseq42019c.htm |