First Horizon Corporation
10/27/2026 | Press release | Distributed by Public on 10/27/2026 04:17
Amendments to Bylaws, Management Change/Compensation (Form 8-K)
ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Election of New Director
On October 26, 2026, the Boards of Directors (singly or collectively, the "Board") of First Horizon Corporation ("FHN") and of FHN's subsidiary First Horizon Bank (the "Bank") elected Jeffrey R. Balser to the Board, effective immediately.
Dr. Balser, age 64, is the President, Chief Executive Officer, and a member of the board of directors of Vanderbilt University Medical Center (VUMC), an academic health system located in Nashville, Tennessee, and Dean of Vanderbilt University School of Medicine. Prior to 2008, Dr. Balser served as chair of anesthesiology and later as chief research officer at VUMC. He also practiced cardiac anesthesiology and cardiac intensive care medicine at VUMC and, before 1998, at Johns Hopkins where he led a research program funded by the National Institutes of Health.
There are no arrangements or understandings between Dr. Balser and any other person concerning his selection to be elected to the Board.
Dr. Balser has been appointed to the Nominating and Corporate Governance Committee and the Information Technology Committee of the Board.
FHN, the Bank and the subsidiaries of each, as applicable, have entered into lending transactions and/or other banking or financial services transactions in the ordinary course of business with FHN's executive officers, directors, nominees, their immediate family members and affiliated entities, and the persons of which FHN is aware that beneficially own more than five percent of FHN's common stock, and FHN expects to have such transactions in the future. Such transactions were made in the ordinary course of business, were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with persons not related to FHN, and did not involve more than the normal risk of collectability or present other unfavorable features.
Dr. Balser will be eligible to participate in FHN's active compensation plans and programs for non-employee directors. Additional information concerning FHN's plans and programs for non-employee directors is provided in the following previously-filed material: the Director Compensation section of FHN's proxy statement for the 2026 annual meeting of shareholders appearing on pages 28-30; FHN's Director Compensation Policy, filed as Exhibit 10.1 to FHN's Quarterly Report on Form 10-Q for the period ended June 30, 2026; and a description of other compensation and benefit arrangements for non-employee directors, filed as Exhibit 10.8(b) to FHN's Annual Report on Form 10-K for the year 2020.
ITEM 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Amendment of Bylaws
On October 26, 2026, the Board of Directors unanimously approved an amendment to Section 3.2 of the Bylaws of First Horizon Corporation, effective immediately. As amended, that Section provides that the Board of Directors consists of thirteen members (increased from twelve).
First Horizon Corporation published this content on October 27, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on October 27, 2026 at 10:18 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]