ITEM 5.02 DEPARTURE OF DIRECTORS OR PRINCIPAL OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF PRINCIPAL OFFICERS
On October 26, 2022, the Board of Directors (the “Board”) of Glacier Bancorp, Inc. (the “Company”), elected Jesus Thomas Espinoza as a director of the Company, effective as of December 1, 2022. Mr. Espinoza was also appointed to the Audit, Compensation, Compliance, Nominating/Corporate Governance, and Risk Oversight Committees of the Board. In addition, Mr. Espinoza was elected to the Board of Directors of Glacier Bank, the Company’s wholly owned banking subsidiary.
Mr. Espinoza, who commonly goes by “Tommy,” is a prominent architect of Latino community and business development policy and programs, with over 45 years of community development experience that spans the public, private and non-profit spectrum. Mr. Espinoza is the President and CEO of Espinoza Community Development LLC, a corporation dedicated to private community development, and is the co-founder and former President and CEO of Raza Development Fund, the largest Latino Community Financial Institution in the United States. He also currently serves as a director for The Foothills Bank, division of Glacier Bank. Mr. Espinoza will bring extensive experience in executive-level leadership, corporate management, consultation, asset management and community, business and real estate development to the Board.
The Board affirmatively determined that Mr. Espinoza qualifies as an “independent director” in accordance with New York Stock Exchange listing standards. Additionally, Mr. Espinoza does not have an interest in any transactions requiring disclosure under Item 404(a) of Regulation S-K. There are no family relationships between Mr. Espinoza and any of the Company's directors or other executive officers. Other than as described below, there are no arrangements or understandings between Mr. Espinoza and any other persons or entities pursuant to which Mr. Espinoza has been elected as a director of the Company.
Mr. Espinoza will receive compensation for his services consisting of a cash retainer and stock awards under the Company’s director compensation program applicable to non-employee members of the Board as described in the Company’s proxy statement for its 2022 annual meeting of shareholders.
In connection with the election of Mr. Espinoza as a director of the Company, the Board increased the number of directors comprising the Board from 9 to 10 directors, effective December 1, 2022.