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Section 1: 8-K (8-K)

8-K


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):
November 24, 2015


TCF FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation)
001-10253
(Commission File Number)
41-1591444
(IRS Employer Identification No.)

200 Lake Street East, Mail Code EX0-03-A, Wayzata, Minnesota 55391-1693
(Address of principal executive offices, including Zip Code)

(952) 745-2760
(Registrant’s telephone number, including area code)


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))

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On November 24, 2015, the Board of Directors (the “Board”) of TCF Financial Corporation (“TCF” or the “Company”) approved certain changes related to executives of the Company, including changes affecting named executive officers of the Company, all of which will be effective January 1, 2016.

Thomas F. Jasper, age 46, currently Executive Vice President, Vice Chairman and a Director of the Company, will be elected to the position of Chief Operating Officer, relinquishing the title of Executive Vice President. In his new role, Mr. Jasper will be responsible for Finance, Operations, Corporate Development, Legal, Human Resources, Talent Management and Investor Relations. Mr. Jasper’s business experience is incorporated by reference to his biography appearing on page 6 of the Company’s definitive proxy statement dated March 11, 2015.

Michael S. Jones, age 47, currently Executive Vice President and Chief Financial Officer, will relinquish the role of Chief Financial Officer on January 1, 2016, and broaden his responsibilities in the organization to cover consumer banking, retail lending, and Gateway One Lending & Finance. The business experience of Mr. Jones is incorporated by reference to his biography appearing on page 22 of the Company’s definitive proxy statement dated March 11, 2015.

Brian W. Maass, age 42, currently Treasurer and Chief Investment Officer of the Company and Executive Vice President of TCF National Bank, has been elected Chief Financial Officer of the Company, effective January 1, 2016. Prior to joining TCF as Treasurer in November 2012, Mr. Maass held several accounting and finance leadership roles with Wells Fargo & Company, a large diversified financial services company, from 2000 to 2012, last serving as senior vice president in corporate treasury since 2005.

Each of the above is eligible to receive the awards and benefits made available to named executive officers of the Company, as described under the heading “Compensation Discussion and Analysis - Primary Elements of Compensation” in the 2015 Proxy.

In addition, William S. Henak, currently Chief Executive Officer of TCF Equipment Finance, has been elected Executive Vice President of the Company, effective January 1, 2016. Mr. Henak will have responsibility for Wholesale Banking, including Commercial Banking, Equipment Finance, Inventory Finance and Winthrop Resources.

A copy of the press release issued by the Company on November 24, 2015 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

99.1            Press Release dated November 24, 2015








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.

 
TCF FINANCIAL CORPORATION
 
 
 
/s/ William A. Cooper
 
William A. Cooper,
Chairman and Chief Executive Officer
(Principal Executive Officer)
 
 
 
/s/ Michael S. Jones
 
Michael S. Jones,
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
 
 
 
/s/ Susan D. Bode
 
Susan D. Bode,
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)

Dated: November 24, 2015




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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit


Exhibit 99.1

NEWS RELEASE            


TCF Financial Corporation 200 Lake Street E Wayzata MN 55391


FOR IMMEDIATE RELEASE

Contact:    
Mark Goldman        (952) 475-7050        news@tcfbank.com        (Media)
Jason Korstange    (952) 745-2755        investor@tcfbank.com        (Investors)

TCF Announces Leadership Changes Effective January 1, 2016

Executive appointments coincide with TCF President Craig R. Dahl transitioning to Chief Executive Officer

WAYZATA, Minn. (Nov. 24, 2015) - TCF Financial Corporation (TCF) (NYSE:TCB) announced today changes to its leadership team in conjunction with the transition of Craig R. Dahl, currently vice chairman and president, to the role of chief executive officer. These changes support TCF’s focus on driving shareholder value through execution against four strategic pillars: diversification, profitable growth, operating leverage and core funding. The leadership appointments are effective January 1, 2016.

Thomas F. Jasper, currently vice chairman and executive vice president, becomes chief operating officer of the corporation and will have oversight of TCF’s functional support areas, including finance, operations, corporate development, legal, human resources, talent management and investor relations. Michael S. Jones, currently chief financial officer of the corporation, is promoted to the role of executive vice president, consumer banking, for the corporation. Jones will oversee all consumer-facing business lines, including Retail Banking, Gateway One Lending & Finance and Retail Lending. As a result of Jones’s new role, Brian W. Maass, currently treasurer, is promoted to chief financial officer and treasurer of the corporation. William S. Henak, currently president and chief executive officer of TCF Equipment Finance (TCFEF), is promoted to the role of executive vice president, wholesale banking. Henak will oversee all of TCF’s wholesale businesses, including TCFEF, TCF Inventory Finance, Winthrop Resources Corporation and Commercial Banking.




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“As we look ahead to 2016 and beyond, we are focused on executing our strategy to deliver sustained growth and returns for our shareholders,” said Craig R. Dahl, TCF’s vice chairman and president. “We are fortunate to have a deep bench of leaders with significant industry experience and tenure with TCF who have consistently demonstrated the ability to deliver strong business results. These leadership appointments enable us to drive collaboration, generate operating efficiencies and maximize our investments across the enterprise. I am confident these leaders have the ability to help us achieve great things in the coming years.”

Jasper, 46, most recently led TCF’s Retail Banking, Commercial Banking and Retail Lending organizations. Prior to his most recent role, he served as the corporation’s executive vice president and chief financial officer. He joined TCF in 2001 as chief financial officer of TCFEF and later served as executive vice president of finance for Winthrop Resources Corporation.

Jones, 47, most recently led TCF’s financial reporting, corporate development and legal functions as chief financial officer. He previously served as executive vice president and chief financial officer of TCFEF and as an executive vice president of Winthrop Resources Corporation. Prior to joining TCF in 2008, Mr. Jones led the finance function at PACCAR Financial Services and held several positions of increasing management responsibility at GE Capital.

Henak, 58, most recently served as chief executive of TCFEF and led strategic direction, overall business development and operations for the business. He also held several senior management positions with TCFEF during his tenure. Prior to joining TCF, Henak founded First Commercial Capital Corp., a general equipment leasing company, which was acquired by TCFEF in 2000.

Maass, 42, most recently served as executive vice president and treasurer of TCF National Bank as well as treasurer and chief investment officer of the corporation. Prior to joining TCF in 2012, Maass held several accounting and finance leadership roles with Wells Fargo and Company, including senior vice president within corporate treasury.

About TCF
TCF is a Wayzata, Minnesota-based national bank holding company. As of September 30, 2015, TCF had $20.1 billion in total assets and 375 branches in Illinois, Minnesota, Michigan, Colorado, Wisconsin, Arizona, South Dakota and Indiana, providing retail and commercial banking services. TCF, through its subsidiaries, also conducts commercial leasing, equipment finance, and auto finance business in all 50 states and commercial inventory finance business in all 50 states and Canada. For more information about TCF, please visit tcfbank.com.




 
 
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TCF Announces Leadership Changes Effective January 1, 2016 - page 2



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