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 19, 2013
City National Corporation
(Exact name of registrant as specified in its charter)
| Delaware | 1-10521 | 95-2568550 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
| City National Plaza 555 S. Flower Street, Los Angeles, California |
90071 | |||
| (Address of Principal Executive Offices) | (Zip Code) |
(213) 673-7700
(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 (see General Instruction A.2. below): |
||
| [ ] | 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)) | |
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 19, 2013, Mr. Mohamad Ali was elected to the Boards of Directors of City National Corporation and its subsidiary, City National Bank (collectively, the "Board"), effective September 1, 2013. A copy of the press release announcing Mr. Ali's election is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Mr. Ali will be eligible to participate in the non-employee director compensation arrangements generally available to all non-employee members of the Board. The annual compensation for non-employee directors, as currently in effect, includes the following: (i) an annual cash retainer of $25,000 paid on the date of the annual stockholders meeting, which may be deferred in whole or in part to one or more investment options, including the City National Corporation stock fund ("CNC Stock Fund"); (ii) an annual cash award of $35,000 paid on the date of the annual stockholders meeting and automatically deferred into the CNC Stock Fund; (iii) a cash payment of $2,500 for attendance at each meeting of the Board; and (iv) a cash payment of $2,000 for attendance at each meeting of any committee of the Board to which he is appointed. The Board has not yet determined the committees of the Board to which Mr. Ali may be appointed.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 Press release dated June 25, 2013.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| City National Corporation |
||
| June 25, 2013 | /s/ MICHAEL B. CAHILL Michael B. Cahill Executive Vice President and General Counsel and Corporate Secretary |
EXHIBIT INDEX
|
Exhibit No. |
Description |
|
99.1 |
Press release dated June 25, 2013. |
EXHIBIT 99.1
LOS ANGELES, June 25, 2013 (GLOBE NEWSWIRE) -- City National Corporation (NYSE:CYN) today announced that Mohamad Ali, Hewlett-Packard's chief strategy officer, has been elected to the boards of directors of the corporation and its subsidiary, City National Bank.
"Mohamad is a highly respected and experienced technology executive and strategist, and we're very pleased to welcome him to our boards," said City National's President and Chief Executive Officer Russell Goldsmith. "As a senior executive at one of Silicon Valley's most important and wide-ranging technology companies, Mohamad will bring to our company an invaluable perspective on the impact and opportunities presented by rapidly evolving technologies, as well as corporate strategic planning and business management."
City National recently strengthened its long-standing commitment to the technology and life sciences industries with the addition of several technology bankers and the announcement that its Palo Alto office will expand later this year.
Before joining Hewlett-Packard in 2012, Ali served as CEO of the workforce optimization division of Aspect, a leading global provider of customer contact and workforce optimization solutions. Prior to his role at Aspect, he served as president of Avaya's global services business and also had responsibility for the company's strategy, corporate development and research labs. Additionally, Ali has held senior positions at IBM, including vice president of strategy and business development for the information management division. In that capacity, he sourced and integrated key acquisitions, including Cognos, FileNet and Ascential Software, creating the foundation for IBM's business analytics strategy.
Ali holds a bachelor's degree and a master's degree in electrical engineering, both from Stanford University. He serves on the Leadership Council of Oxfam America and on the board of the Massachusetts Technology Leadership Council. He was named to Boston Business Journal's 2008 "40 Under 40" list and recognized by Massachusetts High Tech magazine as a 2011 All-Star.
About City National
City National Bank is the wholly owned subsidiary of City National Corporation. It is backed by $27.4 billion in total assets, and provides banking, investment and trust services through 78 offices, including 16 full-service regional centers, in Southern California, the San Francisco Bay Area, Nevada, New York City, Nashville and Atlanta. The company and its investment affiliates manage or administer $59.0 billion in client investment assets, including $39.7 billion under direct management.
For more information about City National, visit the company's Website at cnb.com.
CONTACT: Financial/Investors:
Christopher J. Carey, 310.888.6777
Chris.Carey@cnb.com
Media:
Cary Walker, 213.673.7615
Cary.Walker@cnb.com