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8-KThe WireRed Alert

Executive Change

Filed Jun 25, 2020 · 6y ago · Accession 0000109380-20-000196

Plain English

Material event — a significant development the company must disclose promptly.

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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) June 23, 2020 ZIONS BANCORPORATION, NATIONAL ASSOCIATION (Exact name of registrant as specified in its charter) United States of America 001-12307 87-0189025 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) One South Main, Salt Lake City, Utah 84133         (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (801) 844-7637 (Former name or former address, if changed since last report.) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol Name of Each Exchange on Which Registered Common Stock, par value $0.001 ZION The NASDAQ Stock Market, LLC Warrants to Purchase Common Stock (expiring May 22, 2020) ZIONW The NASDAQ Stock Market, LLC Depositary Shares each representing a 1/40th ownership interest in a share of: Series A Floating-Rate Non-Cumulative Perpetual Preferred Stock ZIONP The NASDAQ Stock Market, LLC Series G Fixed/Floating-Rate Non-Cumulative Perpetual Preferred Stock ZIONO The NASDAQ Stock Market, LLC Series H 5.75% Non-Cumulative Perpetual Preferred Stock ZIONN The NASDAQ Stock Market, LLC 6.95% Fixed-to-Floating Rate Subordinated Notes due September 15, 2028 ZIONL The NASDAQ Stock Market, LLC 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 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)) 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. (b) On June 23, 2020, Jerry C. Atkin, a member of the Board of Directors (the “Board”) of Zions Bancorporation, N.A. (the “Bank”) since 1993, notified the Bank of his decision to retire from the Board effective as of July 1, 2020. (d) Effective July 1, 2020, the Board of the Bank elected Claire A. Huang to serve on the Board to fill the vacancy resulting from Mr. Atkin’s retirement. Ms. Huang will hold office until the Bank’s next annual meeting of shareholders or until such time as her successor is elected and qualified. Ms. Huang’s Board committee assignments have not yet been determined. Ms. Huang is an independent director on the boards of several privately held companies and previously served in various executive positions at J.P. Morgan Chase & Company and Bank of America Corporation. There are no arrangements or understandings between Ms. Huang and any other person in connection with her election to the Board. There are no transactions between Ms. Huang and the Bank or any of its subsidiaries that are reportable under Item 404(a) of Regulation S-K. As a nonemployee director, Ms. Huang will receive cash compensation and will participate in the Bank’s director equity program. Further information about nonemployee director compensation is included in the Bank’s proxy statement filed with the Securities and Exchange Commission on March 19, 2020. A press release announcing Mr. Atkin’s retirement and Ms. Huang’s election is attached as Exhibit 99.1 . Item 9.01. Financial Statements and Exhibits. (d) Exhibits. 99.1 Press release issued by Zions Bancorporation, National Association on June 25, 2020, announcing the retirement of Jerry C. Atkin and election of Claire A. Huang to its Board of Directors. 104 The cover page from this Current Report on form 8-K, formatted as 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. ZIONS BANCORPORATION, NATIONAL ASSOCIATION By: /s/ Thomas E. Laursen Name: Thomas E. Laursen Title: Executive Vice President & General Counsel Date: June 25, 2020
Filing details
Ticker
ZION
CIK
109380
Form type
8-K
Filing date
Jun 25, 2020
Report date
Jun 23, 2020
Document
zions-20200623.htm
Size
376 KB