UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): July 20, 2022
Alerus Financial Corporation
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-39036 | 45-0375407 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
401 Demers Avenue
Grand Forks, North Dakota 58201
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: (701) 795-3200
N/A
(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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol | Name of each exchange on which registered | ||
| Common Stock, $1.00 par value per share | ALRS | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b–2 of the Securities Exchange Act of 1934 (§ 240.12b–2 of this chapter).
Emerging growth company x
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On July 20, 2022, Ann McConn, the Chief Shared Services Officer for Alerus Financial Corporation (the “Company”) announced her intention to retire from her position, with an anticipated retirement date of January 6, 2023.
A copy of the press release announcing the retirement of Ms. McConn is attached hereto as Exhibit 99.1.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release of Alerus Financial Corporation, dated July 20, 2022. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SignatureS
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: July 20, 2022 | Alerus Financial Corporation | |
| By: | /s/ Katie A. Lorenson | |
| Name: | Katie A. Lorenson | |
| Title: | President and Chief Executive Officer | |
Exhibit 99.1
|
|
Kris Bevill, Public Relations |
| 701.280.5076 (Office) :: 701.306.8561 (Cell) | |
| kris.bevill@alerus.com | |
| investors.alerus.com |
FOR IMMEDIATE RELEASE
ALERUS FINANCIAL CORPORATION ANNOUNCES EXECUTIVE LEADERSHIP CHANGES
Ann McConn, Chief Shared Services Officer, to Retire on January 6, 2023. Missy Keney Promoted to Chief Engagement Officer and Jon Hendry to Assume Role of Chief Technology Officer.
GRAND FORKS, N.D. (July 20, 2022) – Alerus Financial Corporation (Nasdaq: ALRS) (the “Company”) announced a number of changes to its executive leadership team as part of its ongoing management succession plan. Chief Shared Services Officer Ann McConn will retire on January 6, 2023. She will transition her responsibilities to Missy Keney as Chief Engagement Officer and Executive Vice President, and Jon Hendry as Chief Technology Officer and Executive Vice President.
Ms. Keney, a 17-year Alerus employee, will lead the Company’s employee and client engagement strategies, in addition to marketing and branding efforts focused on driving growth and long-term value creation for shareholders. She will also lead talent management and total rewards, connecting the Company’s mission and vision with both the employee and client experience while building Alerus’ brand across the Company’s geographical footprint and its National Market. Ms. Keney, who previously served as the Director of Marketing and Client Experience, has been a member of the Company’s leadership team since 2017.
Mr. Hendry, a 38-year Alerus employee and member of the Alerus Financial, N.A. Board of Directors since 2008, will continue to oversee the Company’s technology infrastructure and initiatives. Mr. Hendry, who has served in numerous roles since joining the Company in 1984, will provide extensive experience and continued leadership over the Company’s digital transformation while aligning technology investments with the Company’s growth initiatives.
“We are fortunate to have had Ann McConn’s expertise and leadership in many areas of the Company for nearly 27 years and grateful she will continue to contribute her knowledge and guidance as Missy Keney and Jon Hendry transition into their new roles,” said President and Chief Executive Officer, Katie Lorenson. “Alerus has a deep bench of strong leaders, and Missy and Jon are talented professionals who have extensive knowledge of our culture and operations. Both have played significant roles in implementing the Company’s strategic plan and will be integral in contributing to the execution of our strategic initiatives, growth objectives, and continued top-quartile financial performance.”
These changes complete the executive leadership team transition led by Ms. Lorenson, who was appointed President and Chief Executive Officer effective January 1, 2022. Previous additions included Al Villalon as Chief Financial Officer effective February 1, 2022, and Jim Collins as Chief Banking and Revenue Officer effective May 31, 2022. They joined Ms. Lorenson and Karin Taylor, who serves as Chief Risk Officer. The six-person executive team has an average age of 49 and average tenure with the Company of 10 years.
About Alerus Financial Corporation
Alerus Financial Corporation is a diversified financial services company headquartered in Grand Forks, ND. Through its subsidiary, Alerus Financial, N.A., Alerus provides innovative and comprehensive financial solutions to businesses and consumers through four distinct business segments — banking, retirement and benefits services, wealth management, and mortgage. Alerus provides clients with a primary point of contact to help fully understand the unique needs and delivery channel preferences of each client. Clients are provided with competitive products, valuable insight, and sound advice supported by digital solutions designed to meet the clients’ needs. Alerus Financial banking and wealth management offices are in Grand Forks and Fargo, ND, the Minneapolis-St. Paul, MN metropolitan area and Phoenix, Scottsdale, and Mesa, AZ. Alerus Retirement and Benefits plan administration offices are in St. Paul, MN, East Lansing, MI, and Littleton, CO.
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