HORIZON BANCORP INC IN
For the period ended Dec 31, 2023. Filed Mar 15, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 15, 2024
HBNC$21.30+0.6%Stored close · as of Nov 10, 2026
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Item 15. Exhibits and Financial Statement Schedules
(a)Documents Filed As Part of This Annual Report on Form 10–K:
- Financial Statements
The following financial statements are filed as part of this document under Item 8:
Consolidated Balance Sheets at December 31, 2023 and 2022
Consolidated Statements of Income, years ended December 31, 2023, 2022 and 2021
Consolidated Statements of Comprehensive Income, years ended December 31, 2023, 2022 and 2021
Consolidated Statements of Stockholders’ Equity, years ended December 31, 2023, 2022 and 2021
Consolidated Statements of Cash Flows, years ended December 31, 2023, 2022 and 2021 Notes to Consolidated Financial Statements
Reports of Independent Registered Public Accounting Firm
- Financial Statement Schedules
Financial statement schedules are omitted for the reason that they are not required or are not applicable, or the required information is included in the financial statements.
- Exhibits
The exhibits filed as part of this report and exhibits incorporated herein by reference to other documents are as follows:
| ExhibitNumber | Description | Incorporated by Reference/Attached |
| 3.1 | Amended and Restated Articles of Incorporation of Horizon Bancorp, Inc. effective May 16, 2018 | Incorporated by reference to Exhibit 3.1 to Registrant’s Form 8–K filed on May 16, 2018 |
| 3.2 | Amended and Restated Bylaws of Horizon Bancorp, Inc. | Incorporated by reference to Exhibit 3.2 to Registrant’s Form 8–K filed on December 20, 2022 |
| 4.1 | Description of Common Stock | Incorporated by reference to Exhibit 4.1 to Registrant's Form 10–K for the year ended December 31, 2020 |
| 4.2 | Indenture, dated as of October 21, 2004, between Horizon Bancorp and Wilmington Trust Company related to the issuance of Trust Preferred Securities | Incorporated by reference to Exhibit 4.1 to Registrant’s Form 10–K for the year ended December 31, 2009 |
| 4.3 | Amended and Restated Declaration of Trust of Horizon Bancorp Capital Trust II, dated as of October 21, 2004, related to the issuance of Trust Preferred Securities | Incorporated by reference to Exhibit 4.2 to Registrant’s Form 10–K for the year ended December 31, 2009 |
| 4.4 | Junior Subordinated Indenture, dated as of December 15, 2006, between Horizon Bancorp and Wilmington Trust Company | Incorporated by reference to Exhibit 4.1 to Registrant’s Form 8–K filed on December 21, 2006 |
| 4.5 | Amended and Restated Trust Agreement of Horizon Bancorp Capital Trust III, dated as of December 15, 2006 | Incorporated by reference to Exhibit 4.2 to Registrant’s Form 8–K filed on December 21, 2006 |
| 4.6 | Indenture for Subordinated Debt, dated June 24, 2020, between Horizon Bancorp, Inc. and Wilmington Trust, National Association | Incorporated by reference to Exhibit 4.1 to Registrant's Form 8–K filed on June 24, 2020 |
| 4.7 | First Supplemental Indenture, dated June 24, 2020, between Horizon Bancorp, Inc. and Wilmington Trust, National Association | Incorporated by reference to Exhibit 4.2 to Registrant's Form 8–K filed on June 24, 2020 |
| ExhibitNumber | Description | Incorporated by Reference/Attached |
|---|---|---|
| 10.1* | Form of Restricted Stock Award Agreement under 2003 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.7 to Registrant’s Form 10–K for the year ended December 31, 2009 |
| 10.2* | Form of Option Grant Agreement under 2003 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.8 to Registrant’s Form 10–K for the year ended December 31, 2009 |
| 10.3* | Horizon Bancorp 2013 Omnibus Equity Incentive Plan | Incorporated by reference to Appendix A to Registrant’s definitive Proxy Statement for its 2014 Annual Meeting of Shareholders |
| 10.4* | Form of Nonqualified Stock Option Agreement under 2013 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.1 to Registrant’s Form 8–K filed on June 18, 2013 |
| 10.5* | Form of Nonqualified Stock Option Agreement (Restrictive Covenant) under 2013 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.2 to Registrant’s Form 8–K filed on June 18, 2013 |
| 10.6* | Form of Performance Share Award Agreement under 2013 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.1 to Registrant’s Form 8–K filed on March 27, 2017 |
| 10.7* | Form of Performance Share Award Agreement (Restrictive Covenant) under 2013 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.2 to Registrant’s Form 8–K filed on March 27, 2017 |
| 10.8* | Form of Restricted Stock Award Agreement under 2013 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.9 to Registrant’s Form10–K filed on February 28, 2018 |
| 10.9* | Form of Restricted Stock Award Agreement (Restrictive Covenant) under 2013 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.10 to Registrant’s Form 10–K filed on February 28, 2018 |
| 10.10* | Horizon Bancorp, Inc. 2021 Omnibus Equity Incentive Plan | Incorporated by reference to Appendix A to Registrant's definitive Proxy Statement for its 2021 Annual Meeting of Shareholders |
| 10.11* | Form of Restricted Stock Award Agreement (time–based) under 2021 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.2 to Registrant's Form 8–K filed on May 11, 2021 |
| 10.12* | Form of Restricted Stock Award Agreement (performance–based) under 2021 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.13 to Registrant's Form 10–K filed on March 9, 2022 |
| 10.13* | Form of Restricted Stock Unit Award Agreement (time–based) under 2021 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.4 to Registrant's Form 8–K filed on May 11, 2021 |
| 10.14* | Form of Restricted Stock Unit Award Agreement (performance–based) under 2021 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.15 to Registrant's Form 10–K filed on March 9, 2022 |
| 10.15* | Form of Stock Option Award Agreement (time–based) under 2021 Omnibus Equity Incentive Plan | Incorporated by reference to Exhibit 10.6 to Registrant's Form 8–K filed on May 11, 2021 |
| 10.16* | 1997 Supplemental Executive Retirement Plan, as amended and restated as of January 1, 1997, with amendments through December 19, 2017 | Incorporated by reference to Exhibit 4.2 to Registrant’s Registration Statement on Form S–8 filed on December 28, 2017 (Registration No. 333-222329) |
| 10.17* | 2005 Supplemental Executive Retirement Plan, effective as of January 1, 2005, with amendments through December 19, 2017 | Incorporated by reference to Exhibit 4.1 to Registrant’s Registration Statement on Form S–8 filed on December 28, 2017 (Registration No. 333-222329) |
| 10.18* | 1998 Directors Deferred Compensation Plan, with amendments through December 19, 2017 | Incorporated by reference to Exhibit 4.2 to Registrant’s Registration Statement on Form S–8 filed on December 28, 2017 (Registration No. 333-222330) |
| ExhibitNumber | Description | Incorporated by Reference/Attached |
| 10.19* | Amended and Restated 2005 Directors Deferred Compensation Plan, dated December 19, 2017 | Incorporated by reference to Exhibit 4.2 to Registrant’s Registration Statement on Form S–8 filed on December 28, 2017 (Registration No. 333-222330) |
| 10.20* | Description of Executive Officer Bonus Plan | Incorporated by reference to Exhibit 10.15 to Registrant's Form 10–K for the year ended December 31, 2020 |
| 10.21* | Employment Agreement (Mark E. Secor), dated as of November 6, 2023 | Incorporated by reference to Exhibit 10.1 to Registrant’s Form 8–K filed on November 7, 2023 |
| 10.22* | Change in Control Agreement (Mark E. Secor), dated January 1, 2020 | Incorporated by reference to Exhibit 10.3 to Registrant’s Form 8–K filed on January 7, 2020 |
| 10.23* | Change in Control Agreement (Kathie A. DeRuiter), dated January 1, 2020 | Incorporated by reference to Exhibit 10.4 to Registrant’s Form 8–K filed on January 7, 2020 |
| 10.24* | Change in Control Agreement (Todd A. Etzler), dated January 1, 2020 | Incorporated by reference to Exhibit 10.6 to Registrant’s Form 8–K filed on January 7, 2020 |
| 10.25* | Amended and Restated Employment Agreement (Thomas M. Prame), dated June 1, 2023 | Incorporated by reference to Exhibit 10.1 to Registrant's Form 8–K filed on May 18, 2023 |
| 10.26* | Amended and Restated Change in Control Agreement (Thomas M. Prame), dated June 1, 2023 | Incorporated by reference to Exhibit 10.2 to Registrant's Form 8–K filed on May 18, 2023 |
| 10.27* | Second Amended and Restated Employment Agreement (Craig M. Dwight), dated September 20, 2022 | Incorporated by reference to Exhibit 10.1 to Registrant's Form 8–K filed on September 20, 2022 |
| 10.28* | Amendment to Change in Control Agreement (Kathie A. DeRuiter), dated December 1, 2022 | Incorporated by reference to Exhibit 10.1 to Registrant's Form 8–K filed on December 1, 2022 |
| 10.29* | Amendment to Change in Control Agreement (Todd A. Etzler), dated December 1, 2022 | Incorporated by reference to Exhibit 10.2 to Registrant's Form 8–K filed on December 1, 2022 |
| 10.30* | Change in Control Agreement (Lynn M. Kerber), dated October 1, 2020 | Incorporated by reference to Exhibit 10.33 to Registrant's Form 10–K filed on March 15, 2023 |
| 10.31* | Amendment to Change in Control Agreement (Lynn M. Kerber), dated December 1, 2022 | Incorporated by reference to Exhibit 10.34 to Registrant's Form 10–K filed on March 15, 2023 |
| 14 | Code of Ethics for Executive Officers and Directors | Incorporated by reference to Exhibit 14 to Registrant’s Form 8–K filed on December 21, 2017 |
| 21 | Subsidiaries of Horizon | Attached |
| 23 | Consent of FORVIS, LLP | Attached |
| 31.1 | Certification of Thomas M. Prame pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Attached |
| 31.2 | Certification of Mark E. Secor pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Attached |
| 32.1 | Certification of Thomas M. Prame pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Attached |
| 32.2 | Certification of Mark E. Secor pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Attached |
| ExhibitNumber | Description | Incorporated by Reference/Attached |
| 97 | Horizon Bancorp, Inc. Compensation Recovery Policy | Attached |
| 101 | Inline Interactive Data Files | Attached |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | Embedded Within the Inline XBRL Document |
*Indicates exhibits that describe or evidence management contracts or compensatory plans or arrangements required to be filed as exhibits to this Form 10–K.
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