8-KLeadership ChangesRegulation FDExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Executive Changes (Oct 28, 2022)

Filed October 28, 2022For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

First Citizens BancShares, Inc. /DE/ (FCNCA) filed an 8-K on October 28, 2022, primarily to announce changes in its Board of Directors. Mr. Daniel Heavner, a long-serving director since 2007, will retire effective December 31, 2022, due to the company's mandatory retirement policy for directors reaching age 75. Mr. Heavner currently serves on the Audit Committee and chairs the Trust Committee. To fill the vacancy, the Board has appointed Dr. Eugene Flood, Jr., effective January 1, 2023. Dr. Flood brings extensive experience in finance and asset management, having previously held leadership roles at Janus Henderson Group, Smith Breeden Associates, TIAA CREF, and Morgan Stanley, as well as academic experience at Stanford Business School. He has also served on various other boards and committees, indicating a strong background in corporate governance and financial oversight. Dr. Flood has been deemed independent by Nasdaq listing standards and will be compensated according to the company's standard director compensation policies.

Key Highlights

  • 1Director Daniel Heavner to retire effective December 31, 2022, due to age policy.
  • 2Dr. Eugene Flood, Jr. appointed to the Board effective January 1, 2023.
  • 3Dr. Flood's appointment fills the vacancy left by Mr. Heavner's retirement.
  • 4Dr. Flood possesses substantial experience in asset management, executive leadership, and finance.
  • 5Dr. Flood's previous roles include leadership at Janus Henderson Group, Smith Breeden Associates, and TIAA CREF.
  • 6Dr. Flood has been deemed an independent director under Nasdaq listing standards.
  • 7Dr. Flood will serve on the Risk Committee of the Board and the Trust Committee of FCB.

Frequently Asked Questions

Mr. Daniel Heavner is retiring because he has reached the age of 75, which triggers the company's mandatory retirement policy for directors.

Dr. Eugene Flood, Jr. has been appointed to the Board to fill the vacancy created by Mr. Heavner's retirement. His appointment is effective January 1, 2023.

Dr. Flood has a distinguished career in finance and asset management. He has served in leadership roles at Janus Henderson Group, Smith Breeden Associates, TIAA CREF, and Morgan Stanley. He also has academic experience at Stanford Business School and has served on various other boards and committees.

Yes, the Board has determined that Dr. Flood is independent under the applicable listing requirements of The Nasdaq Stock Market.