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)
(Exact name of Registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File No.) | (I.R.S. Employer Identification No.) | ||||||||||||
| (Address of principal executive offices including zip code) | ||
(318 ) 255-2222
| (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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
| 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. | ||||
On October 23, 2024, the Board of Directors of Origin Bancorp, Inc. (the "Registrant") and the Board of Directors of Origin Bank, the Registrant's wholly owned bank subsidiary, appointed Cecil Jones to serve on the Board of Directors of each of the Registrant and Origin Bank. Mr. Jones’s term will expire as of the 2025 annual meeting of stockholders of the Registrant. Mr. Jones will serve on the Registrant’s Audit Committee.
There are no arrangements or understandings pursuant to which Mr. Jones was appointed as a director and there are no related party transactions between the Registrant and Mr. Jones as described in Item 404(a) of Regulation S-K. Mr. Jones will receive the same compensation and indemnification protection for service on the Boards of Directors of the Registrant and Origin Bank as the other members of both Boards of Directors, which are further described in the Registrant's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 14, 2024.
| ITEM 7.01 | Regulation FD Disclosure | ||||
On October 28, 2024, the Registrant issued a press release announcing the appointment of Mr. Jones, as described above under Item 5.02 of this Current Report on Form 8-K. A copy of this press release is furnished as Exhibit 99.1 hereto. The information furnished pursuant to Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K shall not be deemed to be filed for purposes of the Exchange Act of 1934 , as amended (the “Exchange Act”), nor shall it be deemed incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as expressly stated by specific reference in such filing.
| ITEM 9.01 | Financial Statements and Exhibits | ||||
| (d) | Exhibits. The following are furnished as exhibits to this Current Report on Form 8-K. | ||||
| Exhibit 99.1 | |||||
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 thereunto duly authorized.
Dated: October 28, 2024 | ORIGIN BANCORP, INC. | |||||||
By: /s/ William J. Wallace, IV | ||||||||
| William J. Wallace, IV | ||||||||
| Senior Executive Officer and Chief Financial Officer | ||||||||
Exhibit 99.1
FOR IMMEDIATE RELEASE
October 28, 2024
ORIGIN BANCORP, INC. APPOINTS CECIL JONES TO BOARD OF DIRECTORS
RUSTON, Louisiana (October 28, 2024) – Origin Bancorp, Inc. (NYSE: OBK) (“Origin”), the holding company for Origin Bank, today announced the appointment of Cecil Jones to the Board of Directors of Origin and Origin Bank.
Mr. Jones is a certified public accountant and has more than thirty years of experience working primarily with financial institutions. He has extensive experience in planning and supervising audits, acquisition reviews, financial statement preparation, and various types of SEC and regulatory filings. For the past ten years, Jones has served as partner-in-charge of the Financial Institutions Group at Whitley Penn LLP. He will continue his role as a partner at Whitley Penn LLP until his retirement on December 31, 2024.
“We are very pleased to have Cecil Jones join our board of directors,” said Drake Mills, Chairman, President and CEO of Origin Bancorp, Inc. “Cecil’s knowledge and expertise, particularly in the banking industry is deeply impressive. His decades of experience and his network throughout our industry will be a tremendous asset to Origin.”
Jones holds a Bachelor of Science in Business Administration in Accounting from Missouri Western University. He is also a member of the American Institute of Certified Public Accountants and a member of the Texas Society of Certified Public Accountants.
“I am honored to join Origin’s board of directors,” said Jones. “Origin has a strong reputation within the banking industry and an experienced team whose focus is on its employees, customers, communities, and shareholders. I’m looking forward to working with management and the board to drive value for this company.”
About Origin
Origin Bancorp, Inc. is a financial holding company headquartered in Ruston, Louisiana. Origin’s wholly owned bank subsidiary, Origin Bank, was founded in 1912 in Choudrant, Louisiana. Deeply rooted in Origin’s history is a culture committed to providing personalized relationship banking to businesses, municipalities, and personal clients to enrich the lives of the people in the communities it serves. Origin provides a broad range of financial services and currently operates more than 60 locations in Dallas/Fort Worth, East Texas, Houston, North Louisiana, Mississippi, South Alabama and the Florida Panhandle. For more information, visit www.origin.bank.
Contact Information
Investor Relations
Chris Reigelman
318-497-3177
chris@origin.bank
Media Contact
Ryan Kilpatrick
318-232-7472
rkilpatrick@origin.bank