0001562463false00015624632022-12-012022-12-010001562463us-gaap:CommonStockMember2022-12-012022-12-010001562463inbk:A60FixedToFloatingSubordinatedNotesDue2029Member2022-12-012022-12-01
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): December 1, 2022
| | | | | | | | | | | | | | |
| First Internet Bancorp |
| (Exact Name of Registrant as Specified in Its Charter) |
| | | | |
| Indiana |
| (State or Other Jurisdiction of Incorporation) |
| | | | |
| 001-35750 | | 20-3489991 |
| (Commission File Number) | | (IRS Employer Identification No.) |
| | | | |
| 8701 E. 116th Street | | 46038 |
Fishers, Indiana | |
| (Address of Principal Executive Offices) | | (Zip Code) |
| | | | |
(317) 532-7900 |
| (Registrant's Telephone Number, Including Area Code) |
| | | | |
|
|
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 (see General Instruction A.2. below):
☐ 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))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | |
| Title of each class | | Trading Symbols | | Name of each exchange on which registered |
| Common Stock, without par value | | INBK | | The Nasdaq Stock Market LLC |
| 6.0% Fixed to Floating Subordinated Notes due 2029 | | INBKZ | | The Nasdaq Stock Market LLC |
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. ¨
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Ana Dutra will resign from our Board of Directors effective December 31, 2022 to spend more time on her existing personal and professional responsibilities. Ms. Dutra, a director of the Company since 2020, is the CEO of Mandala Global Advisors, Inc. In addition, Ms. Dutra serves on the boards of four other publicly traded companies, multiple private companies and one not-for-profit organization.
Item 9.01 Financial Statements and Exhibits
| | | | | | | | | | | | | | |
| Number | | Description | | Method of filing |
| 104 | | Cover Page Interactive Data File (embedded in the cover page formatted in inline XBRL) | | |
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.
| | | | | | | | | | | | | | |
| | Dated: | December 1, 2022 |
| | | | |
| | FIRST INTERNET BANCORP |
| | | | |
| | By: | /s/ Kenneth J. Lovik |
| | | Kenneth J. Lovik, Executive Vice President & Chief Financial Officer |