Investar Holding Corp (ISTR): Nasdaq/NYSE listing notice — Investar Holding regains Nasdaq compliance after director resignation and replacement

Investar Holding Corp

James M. Baker resigned from the Board on Nov 13, 2022; no disagreement with company operations.
Resignation caused Audit Committee to fall below three independent directors, violating Nasdaq Rule 5605(c)(2)(A).
Board elected Rose J. Hudson as independent director and Audit Committee member on Nov 16, 2022.
Hudson served on Investar Bank board since Oct 2020; will receive standard non-employee director compensation.
Cure period extended to Nov 13, 2023 or 2023 annual meeting; compliance restored as of this filing.

item 3.01 item 5.02

Executive movements

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Departed

James M. Baker

Director

ISTR · Investar Holding Corp

Effective: 2022-11-13
Successor: Rose J. Hudson
Filed: November 17, 2022, 6:59 PM ET

On November 13, 2022, James M. Baker notified the Company of his resignation from the Board, effective immediately.

Appointed

Rose J. Hudson

Director

ISTR · Investar Holding Corp

Effective: 2022-11-16
Filed: November 17, 2022, 6:59 PM ET

On November 16, 2022, upon recommendation of the Nominating and Governance Committee of the Board, the Board elected Rose J. Hudson to the Board to fill the vacancy created by Mr. Baker’s resignation and appointed her as a member of the Board’s Audit Committee.

Key facts

Extracted from this filing and checked against the source text.

Listing & Compliance Notices SEC 8-K Item 3.01 confidence 0.9

Investar Holding Corp received a nasdaq compliance regained notice regarding audit committee (rules 5605(c)(2)(A), 5605(c)(4)(B)).

Exchange: nasdaq
Notice: compliance regained
Deficiency: audit committee
Rules: 5605(c)(2)(A), 5605(c)(4)(B)

Exact text from the filing

November 16, 2022, the Board elected Rose J. Hudson to serve as an independent director and a member of the Audit Committee of the Board. As a result, the Company is in compliance with the Audit Committee composition requirements of Nasdaq Listing Rule 5605(c)(2)(A) at the time of this filing. Currently, the Audit Committee consists of the three independent directors.

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 1.0

James M. Baker resigned as Director at Investar Holding Corp.

Action: resigned
Role: Director

Exact text from the filing

On November 13, 2022, James M. Baker notified the Company of his resignation from the Board, effective immediately.

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 1.0

Rose J. Hudson was elected as Director at Investar Holding Corp.

Action: elected
Role: Director

Exact text from the filing

On November 16, 2022, upon recommendation of the Nominating and Governance Committee of the Board, the Board elected Rose J. Hudson to the Board to fill the vacancy created by Mr. Baker’s resignation and appointed her as a member of the Board’s Audit Committee.

View on SEC.gov

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Source: SEC EDGAR

accession 0001437749-22-027661

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