SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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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
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 5.03.||Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year|
Amendment & Restatement of Charter
On July 27, 2021, the Board of Directors of First Horizon Corporation (“First Horizon”) approved a restatement of First Horizon’s Restated Charter, incorporating into a single charter document previous amendments changing the corporate name and designating a new series of preferred stock (Non-Cumulative Perpetual Preferred Stock, Series F).
The Board also approved removing from the charter those provisions designating First Horizon’s Non-Cumulative Perpetual Preferred Stock, Series A (“Series A Preferred Stock”), consisting of 1,000 shares issued in January 2013. Effective July 10, 2021, First Horizon redeemed its Series A Preferred Stock in full. At redemption, all shares of Series A Preferred Stock were cancelled and reverted to authorized but unissued shares of preferred stock undesignated as to series.
First Horizon filed the amended and restated charter document with the Tennessee Secretary of State’s office on July 27, 2021, effective upon filing. First Horizon’s Amended and Restated Charter is filed as Exhibit 3.1.
|Item 9.01.||Financial Statements and Exhibits|
The following exhibits are filed herewith:
|3.1||Amended and Restated Charter of First Horizon Corporation|
|104||Cover Page Interactive Data File, formatted in Inline XBRL|
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|FIRST HORIZON CORPORATION||2||FORM 8-K CURRENT REPORT|
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.
|First Horizon Corporation|
|Date: July 30, 2021||By: /s/ Clyde A. Billings, Jr.|
|Clyde A. Billings, Jr.|
|Senior Vice President, Assistant|
|General Counsel, and Corporate Secretary|
|FIRST HORIZON CORPORATION||3||FORM 8-K CURRENT REPORT|