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EX-99.1 - EX-99.1 - ISABELLA BANK Corpearningsrelease_20201231xe.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): February 17, 2021
ISABELLA BANK CORPORATION
(Exact name of registrant as specified in its charter)
 
MICHIGAN000-18415 38-2830092
(State or other jurisdiction
of incorporation)
(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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol(s)
Name of each exchange on which registered
NoneN/AN/A
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨



Section 2 - Financial Information
Item 2.02 Results of Operations and Financial Condition.
On February 17, 2021, Isabella Bank Corporation issued a press release announcing its results of operations for the quarter and year ended December 31, 2020.
A copy of the press release is filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.
The information in this Item 2.02 of Form 8-K and Exhibit 99.1 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.
(e) Restricted Stock Plan On February 17, 2021, the registrant made restricted stock award determinations under the Isabella Bank Corporation Restricted Stock Plan (the “RSP”) with respect to the June 24, 2020 initial RSP awards to Jae Evans, Jerome Schwind and Neil McDonnell. When calculating the degree to which each participant had satisfied their annual performance targets for 2020, the registrant excluded the effect of the Federal Home Loan Bank debt extinguishment and the sale of the Corporation's joint venture investment in Corporate Settlement Solutions, LLC. Based on this determination Mr. Evans received 2,428 shares of unvested restricted stock, Mr. Schwind received 1,278 shares of unvested restricted stock and Mr. McDonnell received 952 shares of unvested restricted stock.
Section 9 - Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:

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: February 17, 2021 By: /s/ Jae A. Evans
  Jae A. Evans, President & CEO