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[July 23, 2014]
TCF FINANCIAL CORP FILES (8-K) Disclosing Change in Directors or Principal Officers, Financial Statements and Exhibits
(Edgar Glimpses Via Acquire Media NewsEdge) Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On July 21, 2014, the Board of Directors (the "Board") of TCF Financial Corporation ("TCF" or the "Company") elected Richard H. King as a Director of the Company, effective immediately, filling a vacancy created by increasing the size of the Board from 14 to 15. There are no arrangements or understandings between Mr. King and any other person pursuant to which Mr. King was selected as a director. Mr. King will stand for re-election at the 2015 Annual Meeting of Stockholders. He was appointed to the Audit Committee, the Finance Committee and the Risk Committee.
Mr. King currently serves as Executive Vice President and Chief Operating Officer, Technology at Thomson Reuters Corporation ("Thomson Reuters"). He has held numerous executive-level roles with Thomson Reuters, including Chief Technology Officer of the Professional Division and Chief Technology Officer and Chief Operations Officer of its Legal business, since joining the company in 2000.
Thomson Reuters, a leading provider of business information services, provides products and services to subsidiaries of the Company under a number of agreements. Thomson Reuters' total revenues for the twelve months ended December 31, 2013 were $12.7 billion. During 2013, the Company made payments to Thomson Reuters and its related entities in the ordinary course of business totaling $372 thousand under standard terms and conditions. Based on its various agreements with Thomson Reuters, the Company expects to make aggregate payments for goods and services to Thomson Reuters of $3.8 million from 2014-2017. Mr. King's only interest in these transactions is as an officer of Thomson Reuters.
In accordance with the Company's current non-employee director compensation policy, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference herein, Mr. King will be entitled to receive compensation for his service as a member of the Board and committees thereof. A copy of the press release issued by the Company on July 23, 2014, announcing the election of Mr. King as a Director, is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits (d) Exhibits Exhibit No. Description of Exhibit 10.1 Summary of Non-Employee Director Compensation 99.1 Press Release dated July 23, 2014 2 --------------------------------------------------------------------------------
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