Business Context and Reporting Period
This Form 8-K Current Report was filed by First Horizon Corporation (FHN) on August 21, 2025, covering events that occurred on August 20, 2025. The filing addresses corporate governance changes, specifically the election of a new director and amendments to the company's bylaws.
Key Financial Metrics
This filing does not contain financial performance data. There are no reported figures for revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on corporate governance and administrative updates.
Material Changes
- Board Composition: The Board of Directors elected Michael L. Moehn as a new director, effective immediately. Mr. Moehn is currently the Senior Executive Vice President and Chief Financial Officer of Ameren Corporation.
- Committee Assignments: Mr. Moehn has been appointed to the Audit and Information Technology Committees.
- Bylaw Amendment: The Board amended Section 3.2 of the Bylaws to increase the number of Board members from twelve to thirteen.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding future performance. Regarding risks and contingencies, the filing notes that FHN and its subsidiaries have entered into lending and financial transactions with directors and officers in the ordinary course of business. These transactions were made on terms comparable to those with unrelated parties and did not involve abnormal risk of collectability.
Investor Verification Checklist
- Verify the biographical details and potential conflicts of interest for the newly elected director, Michael L. Moehn, particularly his role at Ameren Corporation.
- Review the amended Bylaws (Exhibit 3.1) to confirm the new Board size of thirteen members.
- Check the referenced 2025 Proxy Statement and prior 10-Q/10-K filings for details on the compensation plans applicable to non-employee directors.