UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of report (Date of earliest event reported):  January 20, 2016
 
 
Horizon Bancorp
(Exact Name of Registrant as Specified in Its Charter)
     
     
Indiana
000-10792
35-1562417
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
   
   
515 Franklin Square, Michigan City, Indiana
46360
(Address of Principal Executive Offices)
(Zip Code)
 
 
(219) 879-0211
(Registrant’s Telephone Number, Including Area Code)
 
 
N/A
(Former Name or Former Address, if Changed Since Last Report)

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

  
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 5.02.  Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 20, 2016, Charley E. Gillispie announced his plans to retire from Horizon Bancorp’s (the “Company”) Board of Directors and will not stand for re-election at the Company’s annual meeting to be held in May 2016.  Mr. Gillispie will serve on the Board through the annual meeting date of May 5, 2016.
Additional information about Mr. Gillispie’s announcement is included in the press release attached as Exhibit 99.1 to this Current Report on Form 8-K.
 
Item 9.01. Financial Statements and Exhibits
 
 
(d) Exhibits
   
       
 
Exhibit No.
 
Description
 
99.1
 
Press Release issued January 20, 2016



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized.
Date: January 20, 2016
 
Horizon Bancorp
     
 
By:
/s/ Craig M. Dwight
   
Craig M. Dwight
   
Chairman and Chief Executive Officer


EXHIBIT INDEX
Exhibit No.
 
Description
 
Location
99.1
 
Press Release issued January 20, 2016
 
Attached


Exhibit 99.1



Date: January 20, 2016

FOR IMMEDIATE RELEASE

Charley E. Gillispie to Retire as Director of Horizon Bancorp

January 20, 2016, Michigan City, Indiana – Horizon Bancorp (NASDAQ GS: HBNC) announced Charley E. Gillispie, will retire from the Company’s Board of Directors and not stand for re-election at the Company’s May 2016 annual meeting.  Mr. Gillispie has served on the Board since 2001 and as a Director of the Bank since 2000.    Mr. Gillispie has chaired the Board’s Audit Committee since 2001.  Mr. Gillispie is relocating to the state of Florida and will no longer maintain a residence in Northwest Indiana.  Mr. Gillispie believes that it’s important for a community bank director to live, work and be engaged in the communities served by the bank, and that is also one of Horizon’s criteria when considering candidates for its Board of Directors.

His service to the local area spans many years with his retirement in July 2013 from Valparaiso University where he had served for seventeen years as Senior Vice President for Administration and Finance (CFO).  From July 2013 through December 31, 2015, Mr. Gillispie continued to serve the University as Retired Senior Vice President for Administration and Finance and Special Assistant to the President. During his tenure as Special Assistant to the President, he mentored first generation and minority students and assisted in developing internship opportunities for these students. Mr. Gillispie truly is an inspiration to all those that have had the privilege of knowing or working with him.

During his tenure with Horizon Bancorp, Mr. Gillispie chaired the Board’s Audit Committee since 2001.  “Mr. Gillispie has provided sound leadership, guidance and critical audit insight throughout his tenure with Horizon,” said Craig M. Dwight, Chairman and CEO of Horizon Bancorp. “We wish Mr. Gillispie and his family enjoyment in his well-deserved retirement years”.

“Horizon intends to announce the Company’s new Audit Committee Chairperson prior to the date Mr. Gillispie retires from the Board.  Horizon is fortunate to have five financial experts currently serving on our Board of Directors who would be eligible to assume the Audit Committee Chairperson position. As a result, we are expecting a smooth transition in this role,” continued Dwight.

About Horizon Bancorp
Horizon Bancorp is a locally owned, independent, commercial bank holding company serving northern and central Indiana and southwest and central Michigan through its commercial banking subsidiary Horizon Bank, NA.  Horizon also offers mortgage-banking services throughout the Midwest. Horizon Bancorp may be reached online at www.horizonbank.com.  Its common stock is traded on the NASDAQ Global Select Market under the symbol HBNC.

Forward Looking Statements
This press release may contain forward-looking statements regarding the financial performance, business prospects, growth and operating strategies of Horizon. For these statements, Horizon claims the protections of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995. Statements in this press release should be considered in conjunction with the other information available about Horizon, including the information in the filings we make with the Securities and Exchange Commission. Forward-looking statements provide current expectations or forecasts of future events and are not guarantees of future performance. The forward-looking statements are based on management’s expectations and are subject to a number of risks and uncertainties. We have tried, wherever possible, to identify such statements by using words such as “anticipate,” “estimate,” “project,” “intend,” “plan,” “believe,” “will” and similar expressions in connection with any discussion of future operating or financial performance.

Although management believes that the expectations reflected in such forward-looking statements are reasonable, actual results may differ materially from those expressed or implied in such statements. Risks and uncertainties that could cause actual results to differ materially include risk factors relating to the banking industry and the other factors detailed from time to time in Horizon’s reports filed with the Securities and Exchange Commission, including those described in “Item 1A Risk Factors” of Part I of Horizon’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014.  Undue reliance should not be placed on the forward-looking statements, which speak only as of the date hereof. Horizon does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions that may be made to update any forward-looking statement to reflect the events or circumstances after the date on which the forward-looking statement is made, or reflect the occurrence of unanticipated events, except to the extent required by law.

Horizon Contact Information:
Craig M. Dwight
Chairman and
Chief Executive Officer
Phone: (219) 873-2725
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