UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington,  D.C. 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) April  17, 2018

 

C&F FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

 

 

Registrant’s telephone number, including area code (804) 843-2360

 

 

(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 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))

 

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 of 1934 (§240.12b-2 of this chapter).

 

 

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

On April 17, 2018, Larry G. Dillon, Chairman and Chief Executive Officer of C&F Financial Corporation (Corporation) and C&F Bank (Bank), notified the Board of his intention to step back from being Chief Executive Officer of the Corporation and the Bank toward the end of 2018. Mr. Dillon will continue to be involved in corporate strategy and corporate governance as Executive Chairman of the Board.

In connection with Mr. Dillon’s notification, it is intended that Thomas F. Cherry, President of the Corporation and the Bank, will be appointed President and Chief Executive Officer of the Corporation and the Bank when Mr. Dillon transitions from being Chief Executive Officer. Mr. Cherry will continue to serve as a member of the Board of Directors of the Corporation and the Bank as well.

A copy of the Company’s news release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 5.02.

 

Item 9.01Financial Statements and Exhibits

 

(d)Exhibits

 

99.1C&F Financial Corporation news release dated April  17, 2018 

 

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.