Business Context and Reporting Period
Company: Horizon Bancorp, Inc. (HBNC)
Filing Type: Form 8-K (Current Report)
Date of Report: October 10, 2025 (Event Date)
Reporting Period: Specific event date; not a periodic financial report.
Key Financial Metrics
This filing does not contain financial performance data. The document reports on corporate governance changes rather than financial results. Consequently, there are no values provided for revenue, profit, cash flow, margins, debt, or liquidity.
Material Changes
- Board Expansion: The Board of Directors increased its size from 12 to 13 members.
- New Director Election: Larry S. Magnesen was elected to fill a vacancy in the Class of 2026. His term continues until the 2026 annual meeting of shareholders.
- Committee Assignments: Mr. Magnesen was appointed to the Enterprise Risk Management, Credit Policy, and Fair Lending Committee and the Wealth Committee.
- Independence Status: The Board determined Mr. Magnesen qualifies as an "independent" director under Nasdaq and SEC rules.
Guidance, Outlook, and Management Commentary
Management Commentary: The filing highlights Mr. Magnesen's extensive background, including over 40 years in the banking industry. He is a retired Senior Vice President and Corporate Communications Director at Fifth Third Bank, having previously served as Chief Reputation Officer and Chief Marketing Officer. He also held roles at Old Kent Bank, Banc One Ohio Corporation, and Citibank.
Compensation: As a non-employee director, Mr. Magnesen will receive compensation consistent with the policies for other non-employee directors as disclosed in the Proxy Statement filed on March 17, 2025.
Risks and Contingencies: The filing states there are no arrangements regarding his election and no material interest transactions between the Company and Mr. Magnesen. No financial risks or contingencies are disclosed in this report.
Investor Verification Checklist
- Verify the exact compensation structure for non-employee directors in the Proxy Statement filed on March 17, 2025.
- Confirm the specific date of the press release referenced in Item 7.01 (noted as October 14, 2025 in the exhibit index, though the report date is October 10, 2025).
- Review the Company's most recent 10-Q or 10-K for current financial metrics, as this 8-K contains no financial data.