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Section 1: 8-K (8-K)

Document
false0001069157 0001069157 2019-10-27 2019-10-27




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)
October 27, 2019

EAST WEST BANCORP, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation)

000-24939
(Commission File Number)

95-4703316
(IRS Employer Identification No.)

135 N Los Robles Ave., 7th Floor, Pasadena, California 91101
(Address of principal executive offices) (Zip code)

(626) 768-6000
(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))

Securities registered pursuant to Section 12(b) of the Act: 
Title of each class
 
Trading Symbol(s)
 
Name of each exchange on which registered
Common Stock, $0.001 Par Value
 
EWBC
 
The Nasdaq Global Select Market

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.




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East West Bancorp, Inc.
Current Report of Form 8-K

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

On October 27, 2019, the Board of Directors of East West Bancorp, Inc. (the “Company”) appointed Archana Deskus as a director of the Company. Ms. Deskus was also appointed to the Board of Directors of the Company's wholly-owned subsidiary, East West Bank. The appointment is effective immediately. Ms. Deskus will be a member of the Risk Oversight Committee of both the Company and East West Bank. With this appointment, the Company will have nine directors, eight of whom are independent, including Ms. Deskus. Ms. Deskus will receive cash and equity compensation in accordance with the Company’s non-employee director compensation program described in the Company’s 2019 Proxy Statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 18, 2019, the amount of which will be prorated from the date of her appointment.

There are no arrangements or understandings between Ms. Deskus and any other person pursuant to which Ms. Deskus was selected as a director, and there are no transactions in which the Company is a party and in which Ms. Deskus has a material interest subject to disclosure under Item 404(a) of Regulation S-K.

A copy of the press release (the “Press Release”) announcing the appointment of Ms. Deskus to the Board of Directors of the Company and East West Bank is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits
 
Press Release, dated October 27, 2019, issued by East West Bancorp, Inc.
 
104
Cover Page Interactive Data (formatted as Inline XBRL). Filed herewith.


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SIGNATURE

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.

 
EAST WEST BANCORP, INC.
 
 
 
 
Date: October 27, 2019
By:
/s/ Douglas P. Krause
 
 
 
Douglas P. Krause, Esq.
 
 
 
Executive Vice President and General Counsel
 


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Section 2: EX-99.1 (EXHIBIT 99.1)

Exhibit


 
Exhibit 99.1
 
 
400676260_logoa19.jpg
East West Bancorp, Inc.
135 N. Los Robles Ave., 7th Fl.
Pasadena, CA 91101
Tel. 626.768.6000
Fax 626.817.8838
NEWS RELEASE
 
 
 
 
 
 
FOR INVESTOR INQUIRIES, CONTACT:
FOR MEDIA INQUIRIES, CONTACT:
Irene Oh
Julianna Balicka
Emily Wang
Chief Financial Officer
Director of Strategy and Corporate Development
Director of Marketing
O: (626) 768-6360
O: (626) 768-6985
O: (626) 768-6266


ARCHANA DESKUS APPOINTED TO BOARD OF DIRECTORS OF
EAST WEST BANCORP AND EAST WEST BANK


Pasadena, California October 27, 2019 East West Bancorp, Inc. (“East West” or the “Company”) (EWBC), parent company of East West Bank, the financial bridge between the United States and Greater China, appointed Archana Deskus, Senior Vice President and Chief Information Officer of Hewlett Packard Enterprise (“HPE”) to its Board of Directors. Ms. Deskus was also appointed to the Board of Directors of East West Bank. The appointment is effective immediately. Ms. Deskus will be a member of the Risk Oversight Committee of both East West Bancorp and East West Bank. With this appointment, East West Bancorp will have nine directors, eight of whom are independent, including Ms. Deskus.

“We are pleased that Archie has accepted this opportunity to join the boards of East West Bancorp and East West Bank,” said Dominic Ng, Chairman and Chief Executive Officer of East West. “Archie brings 30 years of information technology experience to East West. Her insight and thought leadership in risk management, cyber security and innovation will be a valuable asset for East West, as we continue to invest in technology to strengthen our franchise and improve our customer experience.”

Since 2017, Ms. Deskus has been Hewlett Packard's Chief Information Officer, responsible for HPE’s IT infrastructure and technology resources. Prior to joining HPE, Ms. Deskus held CIO roles at Baker Hughes, Ingersoll-Rand, Timex Corporation and United Technologies Corporation.

Ms. Deskus holds a Bachelor of Science degree in Business Administration and Management Information Systems from Boston University and a Master of Business Administration from Rensselaer Polytechnic Institute.

About East West

East West Bancorp, Inc. is a publicly owned company with total assets of $43.3 billion and is traded on the Nasdaq Global Select Market under the symbol “EWBC”. The Company’s wholly-owned subsidiary, East West Bank, is one of the largest independent banks headquartered in California. East West is a premier bank focused exclusively on the United States and Greater China markets and operates over 130 locations worldwide, including in the United States markets of California, Georgia, Massachusetts, Nevada, New York, Texas and Washington. In Greater China, East West’s presence includes full service branches in Hong Kong, Shanghai, Shantou and Shenzhen, and representative offices in Beijing, Chongqing, Guangzhou and Xiamen. For more information on East West, visit the Company’s website at www.eastwestbank.com.


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Forward-Looking Statements
Certain matters set forth herein (including any exhibits hereto) constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including forward-looking statements relating to our current business plans and expectations regarding future operating results. Forward-looking statements may include, but are not limited to, the use of forward-looking language, such as “likely result in,” “expects,” “anticipates,” “estimates,” “forecasts,” “projects,” “intends to,” “assumes,” or may include other similar words or phrases, such as “believes,” “plans,” “trend,” “objective,” “continues,” “remains,” or similar expressions, or future or conditional verbs, such as “will,” “would,” “should,” “could,” “may,” “might,” “can,” or similar verbs, and the negative thereof. These forward-looking statements are subject to risks and uncertainties that could cause actual results, performance or achievements to differ materially from those projected. These risks and uncertainties, some of which are beyond our control, include, but are not limited to, the changes and effects thereof in trade, monetary and fiscal policies and laws, including the ongoing trade dispute between the U.S. and the People’s Republic of China; our ability to compete effectively against other financial institutions in our banking markets; success and timing of our business strategies; our ability to retain key officers and employees; impact on our funding costs, net interest income and net interest margin due to changes in key variable market interest rates, competition, regulatory requirements and our product mix; changes in our costs of operation, compliance and expansion; our ability to adopt and successfully integrate new technologies into our business in a strategic manner; impact of failure in, or breach of, our operational or security systems or infrastructure, or those of third parties with whom we do business, including as a result of cyber attacks; and other similar matters which could result in, among other things, confidential and/or proprietary information being disclosed or misused; adequacy of our risk management framework, disclosure controls and procedures and internal control over financial reporting; future credit quality and performance, including our expectations regarding future credit losses and allowance levels; impact of adverse changes to our credit ratings from major credit rating agencies; impact of adverse judgments or settlements in litigation; changes in the commercial and consumer real estate markets; changes in consumer spending and savings habits; changes in the United States (“U.S.”) economy, including inflation, deflation, employment levels, rate of growth and general business conditions; government intervention in the financial system, including changes in government interest rate policies; impact of benchmark interest rate reform in the U.S. that resulted in the Secured Overnight Financing Rate selected as the preferred alternative reference rate to the London Interbank Offered Rate; impact of political developments, wars or other hostilities that may disrupt or increase volatility in securities or otherwise affect economic conditions; changes in laws or the regulatory environment including regulatory reform initiatives and policies of the U.S. Department of Treasury, the Board of Governors of the Federal Reserve Board System, the Federal Deposit Insurance Corporation, the Office of the Comptroller of the Currency, the U.S. Securities and Exchange Commission, the Consumer Financial Protection Bureau and the California Department of Business Oversight — Division of Financial Institutions; impact of the Dodd-Frank Act on our business, business practices, cost of operations and executive compensation; heightened regulatory and governmental oversight and scrutiny of our business practices, including dealings with consumers; impact of reputational risk from negative publicity, fines and penalties and other negative consequences from regulatory violations and legal actions and from our interactions with business partners, counterparties, service providers and other third parties; impact of regulatory enforcement actions; changes in accounting standards as may be required by the Financial Accounting Standards Board or other regulatory agencies and their impact on critical accounting policies and assumptions; changes in income tax laws and regulations; impact of other potential federal tax changes and spending cuts; our capital requirements and our ability to generate capital internally or raise capital on favorable terms; changes in our ability to receive dividends from our subsidiaries; any future strategic acquisitions or divestitures; continuing consolidation in the financial services industry; changes in the equity and debt securities markets; fluctuations in our stock price; fluctuations in foreign currency exchange rates; a recurrence of significant turbulence or disruption in the capital or financial markets, which could result in, among other things, a reduction in the availability of funding or increases in funding costs, a reduction in investor demand for mortgage loans and declines in asset values and/or recognition of other-than-temporary impairment on securities held in our available-for-sale investment securities portfolio; impact of natural or man-made disasters or calamities or conflicts or other events that may directly or indirectly result in a negative impact on our financial performance; and other factors set forth in our public reports including its Annual Report on Form 10-K for the year ended December 31, 2018, and particularly the discussion of risk factors within that document. If any of these risks or uncertainties materializes or if any of the assumptions underlying such forward-looking statements proves to be incorrect, our results could differ materially from those expressed in, implied or projected by such forward-looking statements. We assume no obligation to update or revise such forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.


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