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EX-99.1 - EXHIBIT 99.1 - ISABELLA BANK Corpearningsrelease_q3xex991.htm
EX-99.2 - EXHIBIT 99.2 - ISABELLA BANK Corpshareholderletter_q3xex992.htm


UNITED STATES
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): October 23, 2013
  
 
ISABELLA BANK CORPORATION
(Exact name of registrant as specified in its charter)
 
 
MICHIGAN
(State or other jurisdiction of incorporation)
 
000-18415
 
38-2830092
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
401 North Main Street, Mt. Pleasant, Michigan
 
48858-1649
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (989) 772-9471
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 l4a-12 under the Exchange Act (17 CFR 240.l4a-l2)
¨
Pre-commencement communications pursuant to Rule l4d-2(b) under the Exchange Act (17 CFR 240.l4d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.l3e-4(c))






Section 2 - Financial Information
Item 2.02 Results of Operations and Financial Condition.
On October 25, 2013, Isabella Bank Corporation issued a press release announcing its results of operations for the three and nine month periods ended September 30, 2013. Similarly, on October 25, 2013, the Corporation issued a letter to its shareholders announcing its results of operations for the three and nine month periods ended September 30, 2013.
Copies of the press release and shareholder letter are filed as Exhibits 99.1 and 99.2, respectively to this Form 8-K and are incorporated herein by reference.
The information in this Item 2.02 of Form 8-K and Exhibits 99.1 and 99.2 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing made by the registrant under the Securities Act of 1933, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing.

Section 5 - Corporate Governance and Management
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)    At its regular meeting held on October 23, 2012, the Board of Directors of Isabella Bank Corporation accepted the retirement of Sandra L. Caul from the Board of Directors of Isabella Bank Corporation and from the Board of Directors of the Corporation’s subsidiary, Isabella Bank. Ms. Caul’s retirement is effective October 31, 2012.

Section 8 - Other Events
Item 8.01 Other Events.
On October 23, 2013, Isabella Bank Corporation amended a previously adopted and publicly announced common stock repurchase plan to allow for the repurchase of an additional 150,000 shares of common stock. These authorizations do not have expiration dates. As shares are repurchased under this plan, they are retired and revert back to the status of authorized, but unissued shares.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
 
Exhibit
No.
 
Description
 
 
 
99.1
 
Press release issued October 25, 2013.
 
 
 
99.2
 
Shareholder letter issued October 25, 2013.

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.
 
 
 
 
ISABELLA BANK CORPORATION
 
 
 
 
 
 
Dated:
October 28, 2013
 
By:
 
/s/ Dennis P. Angner
 
 
 
 
 
Dennis P. Angner, President and CFO