Unassociated Document
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): August 25,
2010
RURBAN
FINANCIAL CORP.
(Exact
name of registrant as specified in its charter)
|
Ohio
|
|
0-13507
|
|
34-1395608
|
|
(State
or other jurisdiction
of
incorporation or organization)
|
|
(Commission
File Number)
|
|
(IRS
Employer
Identification
No.)
|
401 Clinton Street,
Defiance, Ohio 43512
(Address
of principal executive offices) (Zip Code)
(419)
783-8950
(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:
o Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material
pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o 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 August
18, 2010, the Board of Directors of Rurban Financial Corp. (the “Company”), upon
the recommendation of the Governance and Nominating Committee, elected Timothy
J. Stolly as a director of the Company to join the class of directors whose
terms will expire at the annual meeting of shareholders in 2012. Mr.
Stolly will serve on the Audit Committee and the Loan Review Committee of the
Company’s Board of Directors and will also serve as a member of the Board of
Directors of The State Bank and Trust Company. Mr. Stolly had served
on the Company’s Lima Region Advisory Board since 2007.
Mr.
Stolly has worked in the insurance industry for over 30 years. He
joined Stolly Insurance Group in Lima, Ohio in 1979 after graduating from the
University of Cincinnati and became a co-owner in 1988. At Stolly
Insurance Group, Mr. Stolly sells and services all lines of Property and
Casualty Insurance and directly manages the Life, Health and Group Benefit
Department. He holds Life, Annuity and Series 6 Licenses and has earned the
CPCU, LUTCF and CIC Designations.
Mr.
Stolly has served as a Board Member and/or President of various community and
professional organizations, including the Lima Allen County Chamber of Commerce,
Lima Insurance Board, Lima Area JC’s, Allen County Council on Aging, Lima Noon
Optimist, St. Rita’s Hospital Development Committee and Motorist Insurance Group
Advisory Board. He currently serves as a Board Member and President
of Lima Interfaith Senior Housing and as a Board Member of the Professional
Insurance Agents Association of Ohio.
The
Company’s Board of Directors has determined that Mr. Stolly and his immediate
family members do not have and have not had any relationships or transactions
(and no such relationships or transactions are presently expected) with the
Company or any of the Company’s subsidiaries, either directly or indirectly,
that (a) would be inconsistent with a determination that Mr. Stolly satisfies
the independence standards specified in the applicable rules of The NASDAQ Stock
Market and the applicable rules and regulations of the Securities and Exchange
Commission (“SEC”), including Rule 10A-3 under the Securities Act of 1934, as
amended, or (b) would require disclosure under Item 404(a) of SEC Regulation
S-K.
SIGNATURE
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.
|
|
RURBAN
FINANCIAL CORP.
|
|
|
|
|
|
|
|
Dated:
August 25, 2010
|
By:
/s/ Anthony V.
Cosentino
|
|
|
Anthony
V. Cosentino
|
|
|
Executive
Vice President and Chief Financial
Officer
|