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): August 21, 2014

REGIONS FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
 
 
 
 
 
DELAWARE
 
001-34034
 
63-0589368
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
1900 FIFTH AVENUE NORTH
BIRMINGHAM, ALABAMA 35203
(Address, including zip code, of principal executive office)
 
Registrant’s telephone number, including area code: (800) 734-4667

Not applicable
(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:

 ¨
Written communication 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))
 








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

On August 21, 2014, David B. Edmonds, 61, a named executive officer, announced his plans to retire from Regions Financial Corporation and Regions Bank (collectively, “Regions”) after a 20-year career at Regions. Mr. Edmonds is resigning his positions as Chief Administrative Officer and Senior Executive Vice President of Regions, effective as of September 2, 2014, but will remain with Regions for a period (at least through March 2015) to assist with transition. Regions will not fill the Chief Administrative Officer position and Mr. Edmonds’ responsibilities will be transitioned to other executives.

In connection with his retirement, the Compensation Committee determined to provide Mr. Edmonds with an enhanced retirement benefit under the Regions Financial Corporation Post-2006 Supplemental Executive Retirement Plan equal to 65% of his average monthly earnings (as determined under the plan), less his estimated monthly benefits under both Regions’ tax-qualified retirement plan and Social Security, provided Mr. Edmonds executes a general release and waiver of claims upon his retirement.

For additional information, see the press release attached hereto as Exhibit 99.1.

Item 9.01    Financial Statements and Exhibits.

99.1
Press Release dated August 27, 2014.
    







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.
 
 
 
REGIONS FINANCIAL CORPORATION
 
 
By:
/s/ Fournier J. Gale, III
Name:
Fournier J. Gale, III
Title:
Senior Executive Vice President, General Counsel and Corporate Secretary
 
Date: August 27, 2014







RF-2014.08.26-Exhibit 99.1


Exhibit 99.1
  
 
 
 
 
 
Media Contact:
  
 
  
Investor Relations Contact:
Evelyn Mitchell
  
 
  
List Underwood or Dana Nolan
(205) 264-4551
  
 
  
(205) 581-7890
 
 
 
 
 


Regions announces that Chief Administrative Officer David Edmonds plans to retire
BIRMINGHAM, Ala. - (BUSINESS WIRE) -August 27, 2014 - Regions Financial Corp. (NYSE:RF) announced today that David B. Edmonds, its chief administrative officer, plans to retire after a 20-year career at Regions. Edmonds, 61, joined the company in 1994 as Human Resources director and was named chief administrative officer in 2010.
“We appreciate Dave’s many contributions to the company over the past 20 years both as head of Human Resources and in the past four years as chief administrative officer,” said Grayson Hall, Regions chairman, president and CEO. “We thank him for his leadership and service, and we wish him well in his retirement.”
With Edmonds’ decision to retire, the company will not fill the chief administrative officer position. Edmonds will step down as chief administrative officer and a member of the Executive Council effective Sept. 2, 2014, but will remain with the company at least through March 2015 so he can assist with the transition of his responsibilities to other executives.
About Regions Financial Corporation
Regions Financial Corporation (NYSE:RF), with $119 billion in assets, is a member of the S&P 500 Index and is one of the nation’s largest full-service providers of consumer and commercial banking, wealth management, mortgage, and insurance products and services. Regions serves customers in 16 states across the South, Midwest and Texas, and through its subsidiary, Regions Bank, operates approximately 1,700 banking offices and 2,000 ATMs. Additional information about Regions and its full line of products and services can be found at www.regions.com.


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