Finward Bancorp appointed new CEO

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

 

On January 27, 2023, David A. Bochnowski, the current Executive Chairman of the Board of Directors (the "Board") of Finward Bancorp (the "Bancorp"), informed the Board of his decision to retire as Executive Chairman and as a member of the Board effective as of June 30, 2023. Mr. Bochnowski has been the Executive Chairman of the Bancorp since 2016, and prior to that served as the Chief Executive Officer of the Bancorp and Chairman of the Board for 35 years. Mr. Bochnowski has over 43 years of banking experience and has led the Bancorp and its wholly-owned Indiana commercial bank subsidiary, Peoples Bank, through numerous business cycles over his distinguished career. Mr. Bochnowski's retirement is not related to any disagreement with the Bancorp or Peoples Bank regarding any financial, accounting, or other matters.

 

In conjunction with Mr. Bochnowski's retirement, on January 27, 2023, the Board appointed Benjamin J. Bochnowski, currently the Bancorp's President and Chief Executive Officer and a member of the Board, to succeed David Bochnowski as the Chairman of the Board, effective as of June 30, 2023. The appointment of Benjamin Bochnowski as Chairman is the result of the implementation of the Bancorp's normal succession planning process.

 

Benjamin Bochnowski, who is 41 years old, joined the Bancorp in 2010, became Executive Vice President and Chief Operating Officer of the Bancorp in 2013, was promoted to President and Chief Operating Officer in 2015, and became the Chief Executive Officer in 2016. He is a Director and First Vice Chairman of the Indiana Bankers Association and is a member of the Indiana Department of Financial Institutions Board. He also serves on the Board of Directors of One Region, a non-profit business organization, and Allies for Community Business, a micro-lending and coaching organization for underserved businesses in the Chicagoland area. Mr. Bochnowski is currently a party to an employment agreement with the Bancorp, a copy of which is attached as Exhibit 10.1 to the Bancorp's Current Report on Form 8-K filed on August 4, 2017, as well as first and second amendments to such employment agreement, copies of which are attached as Exhibits 10.2 and 10.3, respectively, to the Bancorp's Current Reports on Form 8-K filed on July 30, 2018 and March 17, 2021, respectively. Mr. Bochnowski did not enter into any other plan, contract, or arrangement to receive any additional compensation other than what he already is entitled to under his employment agreement and the Bancorp's other executive compensation plans, in connection with his appointment as Chairman of the Board.

 

There is no arrangement or understanding between Mr. Bochnowski and any other persons pursuant to which Mr. Bochnowski was appointed as Chairman of the Board. Mr. Bochnowski is currently a member of the Executive Committee of the Board, and he is not expected to be named to any additional committees as a result of his appointment as Chairman. There are no transactions between the Bancorp and Mr. Bochnowski that require disclosure under Item 404(a) of Regulation S-K.

 

On January 30, 2023, the Bancorp issued a press release announcing the retirement of David Bochnowski and the appointment of Benjamin Bochnowski as the new Chairman of the Board. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.