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EX-3.1 - EXHIBIT 3.1 - IBERIABANK CORPd508171dex31.htm
EX-99.1 - EXHIBIT 99.1 - IBERIABANK CORPd508171dex991.htm

 

 

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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): March 19, 2013

 

 

IBERIABANK CORPORATION

(Exact name of Registrant as Specified in Charter)

 

 

 

Louisiana   0-25756   72-1280718

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

200 West Congress Street, Lafayette, Louisiana 70501

(Address of Principal Executive Offices)

(337) 521-4003

Registrant’s telephone number, including area code

NOT APPLICABLE

(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 Arrangement of Certain Officers

Upon the recommendation of the Compensation Committee, on March 19, 2013, the Board of Directors of the Registrant adopted a Compensation Recovery Policy, a copy of which is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

On March 19, 2013, the Board of Directors of the Registrant amended Section 3.4 of the Bylaws to change the eligibility age limit for the nomination and election of directors from the age of 73 years to 76 years. A copy of the Bylaws, as amended, is attached as Exhibit 3.1 to this Current Report on Form 8-K.

 

Item 9.01 Financial Statements and Exhibits

 

(c) Exhibits

 

Exhibit 3.1

   Bylaws, as amended.

Exhibit 99.1

   Compensation Recovery Policy


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, hereunto duly authorized.

 

   IBERIABANK CORPORATION   

DATE: March 25, 2013

   By:   

/s/ Daryl G. Byrd

  
      Daryl G. Byrd   
      President and Chief Executive Officer   


EXHIBIT INDEX

 

Exhibit Number

   

3.1

  Bylaws, as amended.

99.1

  Compensation Recovery Policy