8-KLeadership ChangesRegulation FDExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Executive Changes (Dec 15, 2023)

Filed December 15, 2023For Securities:FCNCAFCNCPFCNCBFCNCOFCNCN

Summary

First Citizens BancShares, Inc. (FCNCA) announced a significant addition to its Board of Directors with the appointment of David G. Leitch, effective January 1, 2024. Mr. Leitch brings a wealth of experience, having previously served as Vice Chair and Global General Counsel at Bank of America, and General Counsel at Ford Motor Company. His background also includes distinguished roles in federal government service and a strong foundation in appellate litigation, having clerked for Supreme Court Chief Justice William H. Rehnquist. This appointment is noteworthy due to Mr. Leitch's extensive legal and risk management expertise gained at major financial institutions and regulatory bodies. He will also serve on the Audit Committee and the Compensation, Nominations and Governance Committee, indicating a strategic strengthening of the board's oversight capabilities. The company has confirmed Mr. Leitch meets Nasdaq's independence requirements and will receive standard compensation for non-employee directors.

Key Highlights

  • 1David G. Leitch appointed to the Board of Directors, effective January 1, 2024.
  • 2Mr. Leitch brings extensive experience from leadership roles at Bank of America and Ford Motor Company.
  • 3His background includes serving as Vice Chair and Global General Counsel at Bank of America.
  • 4Mr. Leitch will serve on the Audit Committee and the Compensation, Nominations and Governance Committee.
  • 5The company has confirmed Mr. Leitch meets independence requirements for Nasdaq listing.
  • 6No undisclosed arrangements or transactions exist between Mr. Leitch and BancShares.
  • 7Mr. Leitch will receive compensation consistent with other non-employee directors.

Frequently Asked Questions

David G. Leitch is a seasoned executive with extensive experience in legal, regulatory, and corporate governance matters. He previously held senior leadership positions at Bank of America, including Vice Chair and Global General Counsel, and served as General Counsel at Ford Motor Company. His career also includes significant public service roles and a strong legal foundation, having clerked for Chief Justice William H. Rehnquist.

Mr. Leitch has been appointed to the Board of Directors and will serve until BancShares’ 2024 Annual Meeting of Stockholders. He has also been appointed as a member of the Audit Committee and the Compensation, Nominations and Governance Committee, indicating a focus on strengthening oversight in key areas.

Yes, the Board has determined that Mr. Leitch is 'independent' as defined by the applicable listing requirements of The Nasdaq Stock Market.

Mr. Leitch will receive compensation for his director services on a prorated basis, consistent with the compensation provided to BancShares' other non-employee directors. Details of this standard compensation are available in the company's proxy statement.