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Section 1: 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):

June 29, 2009

 


 

 

TCF FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 


 

Delaware

 

001-10253

 

41-1591444

(State or other jurisdiction of

 

(Commission File Number)

 

(IRS Employer Identification No.)

incorporation)

 

 

 

 

 

200 Lake Street East, Mail Code EX0-03-A, Wayzata, Minnesota 55391-1693

(Address of principal executive offices)

 

(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:

 

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

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

 

The Board of Directors (the “Board”) of TCF Financial Corporation (the “Company”) elected Vance K. Opperman as a director of the Company, effective June 29, 2009, filling a vacancy created by the expansion of the size of the Board from eleven (11) to twelve (12) members. Mr. Opperman was also appointed to serve on the Compensation/Nominating/Corporate Governance Committee, the Advisory Committee, the Audit Committee and the Shareholder Relations/Capital and Expansion Committee of the Board and will stand for re-election at the 2010 Annual Meeting of Stockholders.

 

Mr. Opperman is president and chief executive officer of Key Investment, Inc., a private investment company involved in publishing and other activities. Previously, Mr. Opperman was president of West Publishing Company, an information provider of legal and business research now owned by Thomson Reuters. He serves on the board of directors for Thomson Reuters as well as other educational and not-for-profit organizations.

 

As a non-employee Director of the Company, Mr. Opperman is eligible to participate in the TCF Financial Director’s Stock Program (the “Program”). Under the Program, shares of the Company’s common stock are earned in an amount equal to the participant’s annual retainer fee for each fiscal year in which the Company’s financial performance exceeds a stated goal as determined by the Board from time to time. A complete description of the Company’s non-employee director compensation can be found under the caption “Compensation of Directors” in the Company’s proxy statement for its 2009 Annual Meeting of Stockholders, which was filed with the Securities and Exchange Commission on March 11, 2009.

 

A copy of the press release issued by the Company on June 29, 2009, announcing Mr. Opperman’s election 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

99.1

 

Press Release dated June 29, 2009

 

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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, thereunto duly authorized.

 

 

TCF FINANCIAL CORPORATION

 

 

 

 

 

 

 

/s/ William A. Cooper

 

William A. Cooper,
Chairman and Chief Executive Officer
(Principal Executive Officer)

 

 

 

 

 

 

 

/s/ Thomas F. Jasper

 

Thomas F. Jasper, Executive Vice President and
Chief Financial Officer
(Principal Financial Officer)

 

 

 

 

 

 

 

/s/ David M. Stautz

 

David M. Stautz, Senior Vice President,
Controller and Assistant Treasurer
(Principal Accounting Officer)

 

Dated:  June 30, 2009

 

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Section 2: EX-99.1 (EX-99.1)

Exhibit 99.1

 

NEWS RELEASE

 

CONTACT:

 

Jason Korstange

 

 

 

 

(952) 745-2755

 

 

 

 

www.tcfbank.com

 

 

 

 

 

 

 

FOR IMMEDIATE RELEASE

 

 200 Lake Street East, Wayzata, MN 55391-1693

 

TCF’s Board of Directors Elect

Vance Opperman to Board Membership

 

WAYZATA, MN, June 29, 2009 — The Board of Directors of TCF Financial Corporation (TCF) (NYSE: TCB) today announced the election of Vance K. Opperman to the TCF Board of Directors, effective June 29, 2009.

 

Mr. Opperman is President and Chief Executive Officer of Key Investment, Inc., a private investment company based in Minneapolis.  Previously, Mr. Opperman was President of West Publishing Company until the business was sold to Thomson Corporation of Canada in 1996.  Prior to his career at West Publishing Company, Mr. Opperman spent 15 years as the founder and former senior partner of Opperman and Paquin.  Mr. Opperman currently serves on the board of Thomson Reuters Corporation as well as other educational and not-for-profit organizations.

 

“It is an honor to welcome Vance Opperman to TCF’s Board of Directors.  Vance brings a wealth of knowledge and experience in law and financial services to the Board, and his passion for community service is unprecedented and commendable,” said William A. Cooper, Chairman of the Board and Chief Executive Officer.  “We look forward to his guidance and counsel.”

 

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TCF is a Wayzata, Minnesota-based national financial holding company with $18.1 billion in total assets.  TCF has 449 banking offices in Minnesota, Illinois, Michigan, Colorado, Wisconsin, Indiana, Arizona and South Dakota, providing retail and commercial banking services.  TCF also conducts commercial leasing and equipment finance business in all 50 states and commercial inventory finance business in the U.S. and Canada.   For more information about TCF, please visit www.tcfbank.com.

 

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