Form 8-K - Current report

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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): August 5, 2024

 

Northwest Bancshares, Inc.

(Exact name of registrant as specified in its charter)

 

Maryland

001-34582

27-0950358

(State or other jurisdiction of incorporation)

(Commission File No.)

(I.R.S. Employer Identification No.)

 

3 Easton Oval

Suite 500

Columbus

Ohio

43219

(Address of principal executive office)

(Zip code)

[phone]

 (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 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))

Securities registered pursuant to Section 12(b) of the Act:

    

Title of each class

Trading symbol(s)

Name of each exchange on which registered

Common Stock, 0.01 Par Value

NWBI

NASDAQ Stock Market, LLC

Indicate by a 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. ☐

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Item 5.02     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On August 5, 2024, Northwest Bank, the wholly-owned subsidiary of Northwest Bancshares, Inc. (the “Company”), appointed Joseph Canfield as Chief Accounting Officer. Mr. Canfield will oversee accounting operations, Northwest’s SOX program, external reporting and accounts payable. As part of his role, Mr. Canfield will be named Northwest’s Principal Accounting Officer on August 6, 2024, replacing Jeffrey J. Maddigan who continue in his current role as Corporate Treasurer. Mr. Canfield most recently served as Senior Vice President and Director of Accounting Operations for Huntington National Bank since 2013.

There are no family relationships between Mr. Canfield and any director or other executive officer of the Company nor are there any transactions between Mr. Canfield or any member of his immediate family and the Company or any of its subsidiaries that would be reportable as a related party transaction under the rules of the Securities and Exchange Commission.

Item 8.01     Other Events

On August 5, 2024, the Company issued a press release announcing the appointment of Mr. Canfield as Chief Accounting Officer. A copy of the release is included as exhibit 99.1 to this report.

Item 9.01     Financial Statements and Exhibits

(d)     Exhibits

Exhibit No.						Description
99.1						Press Release dated August 5, 2024
104.1						Cover Page for this Current Report on Form 8-K, formatted in 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.

 

NORTHWEST BANCSHARES, INC.

Date:

August 5, 2024

By:

/s/ Douglas M. Schosser

Douglas M. Schosser

Chief Financial Officer

NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Melanie Clabaugh [phone] [e-mail] www.northwest.bank Northwest Bank Names Joseph Canfield as Chief Accounting Officer COLUMBUS, OHIO (AUGUST 5, 2024) — Northwest Bank, a full- service financial institution offering a complete line of business and personal banking solutions, has named Joseph Canfield as Chief Accounting Officer. In his role, Canfield will oversee accounting operations, Northwest’s SOX program, external reporting and accounts payable. As part of his duties, he will be responsible for supporting the transformation of the bank’s Accounting Department as it deploys new accounting systems to better leverage automation and uses business data to drive deeper insights on a timelier basis. As part of his role, Canfield will be named Northwest’s Principal Accounting Officer on August 6. Canfield brings over 25 years of leadership experience in finance and operations across banking, manufacturing, distribution, technology, real estate and financial services. Most recently, he served as Senior Vice President and Director of Accounting Operations for Huntington National Bank, as well as Treasurer of the Huntington Foundation. He was previously with PricewaterhouseCoopers LLC, serving as a Senior Manager in the Audit practice. “We’re extremely pleased to welcome Joe to Northwest Bank,” said Chief Financial Officer Doug Schosser. “He is a results-driven leader focused on continuous improvement, and his expertise and leadership will be essential as we continue to modernize our accounting practices and technology and work to achieve continued growth and success for our employees, customers and shareholders.”

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Canfield, a certified public accountant, is a graduate of Miami University in Oxford, Ohio, the University of Pennsylvania’s Wharton Leadership Program and the ABA Stonier School of Banking. ABOUT NORTHWEST BANK Headquartered in Columbus, Ohio, Northwest Bancshares, Inc. is the bank holding company of Northwest Bank. Founded in 1896, Northwest Bank is a full-service financial institution offering a complete line of business and personal banking products, as well as employee benefits and wealth management services. Currently, Northwest operates 131 full-service financial centers and eight free standing drive-through facilities in Pennsylvania, New York, Ohio and Indiana. Northwest Bancshares, Inc.'s common stock is listed on the NASDAQ Global Select Market ("NWBI"). Additional information regarding Northwest Bancshares, Inc. and Northwest Bank can be accessed on-line at www.northwest.com.

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Cover Page Document	Aug. 05, 2024
Cover page. [Abstract]
Document Type	8-K
Document Period End Date	Aug. 05, 2024
Entity Registrant Name	Northwest Bancshares, Inc.
Entity Incorporation, State or Country Code	MD
Entity File Number	001-34582
Entity Tax Identification Number	27-0950358
Entity Address, Address Line One	3 Easton Oval
Entity Address, Address Line Two	Suite 500
Entity Address, City or Town	Columbus
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	43219
City Area Code	814
Local Phone Number	726-2140
Title of 12(b) Security	Common Stock, 0.01 Par Value
Trading Symbol	NWBI
Security Exchange Name	NASDAQ
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0001471265
Amendment Flag	false

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