Civista Bancshares amends Code of Regulations for OGCL updates and technical changes

CIVISTA BANCSHARES, INC.

Amends Section 2.01 to allow Board to fix alternate date for annual meeting.
Section 4.04 updated to reflect Board authority to set director compensation.
Section 6.01 requires Lead Independent Director when Chair not independent per exchange rules.
Section 8.01 conforms indemnification and expense advancement to Ohio law.
Section 9.01 eliminates physical stock certificates, allowing uncertificated shares.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

CIVISTA BANCSHARES, INC.: Amendments to Amended and Restated Code of Regulations including updates for Ohio General Corporation Law, technical, clarifying and modernizing changes (effective 2025-07-22).

Effective: 2025-07-22

Exact text from the filing

On July 22, 2025, the Board of Directors (the “Board”) of Civista Bancshares, Inc. (the “Company”) adopted and approved amendments to the Company’s Amended and Restated Code of Regulations as permitted by Section 11.01 thereof (as so amended, the “Second Amended Regulations”).

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Source: SEC EDGAR

accession 0000950170-25-099160

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