HORIZON BANCORP INC /IN/
For the period ended Dec 31, 2024. Filed Mar 14, 2025.
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FY2024 · Filed Mar 14, 2025
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, 2024 and 2023
Consolidated Statements of Income, years ended December 31, 2024, 2023 and 2022
Consolidated Statements of Comprehensive Income, years ended December 31, 2024, 2023 and 2022
Consolidated Statements of Stockholders’ Equity, years ended December 31, 2024, 2023 and 2022
Consolidated Statements of Cash Flows, years ended December 31, 2024, 2023 and 2022 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 |
|---|---|---|
| 10.3* | 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* | Horizon Bancorp Nonqualified Deferred Compensation Plan (effective as of January 1, 2025) | Incorporated by reference to Exhibit 10.1 to Registrant’s Form 8-K filed on December 20, 2024 |
| 10.19* | 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 |
| 10.20* | 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) |
| 10.21* | 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 |
| 10.22* | 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 |
| 10.23* | Amendment to Employment Agreement (Mark E. Secor), dated May 10, 2024 | Incorporated by reference to Exhibit 10.3 to Registrant’s Form 8-K filed on May 13, 2024. |
| 10.24* | Amended and Restated Change in Control Agreement (Mark E. Secor), May 10, 2024 | Incorporated by reference to Exhibit 10.4 to Registrant’s Form 8–K filed on May 13, 2024 |
| 10.25* | 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 |
| 10.26* | 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 |
| 10.27* | 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 |
| 10.28* | 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 |
| 10.29* | 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 |
| 10.30* | 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 |
| 10.31* | 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 |
| 10.32* | 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 |
| 10.34* | Employment Agreement (John R. Stewart), dated May 10, 2024 | Incorporated by reference to Exhibit 10.1 to Registrant’s Form 8-K filed on May 13, 2024 |
| 10.35* | Change in Control Agreement (John R. Stewart), dated May 10, 2024 | Incorporated by reference to Exhibit 10.2 to Registrant’s Form 8-K filed on May 13, 2024 |
| 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 |
| 19.1** | Insider Trading Policy | Attached |
| 21 | Subsidiaries of Horizon | Attached |
| 23 | Consent of Forvis Mazars, 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 John R. Stewart pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | Attached |
| ExhibitNumber | Description | Incorporated by Reference/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 John R. Stewart pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | Attached |
| 97 | Horizon Bancorp, Inc. Compensation Recovery Policy | Incorporated by reference to Exhibit 97 to Registrant’s Form 10-K filed on March 15, 2024 |
| 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.
**Portions of this exhibit have been redacted pursuant to Item 601(a)(6) of Regulation S-K. The Company undertakes to furnish a copy of all unredacted and omitted schedules and exhibits to the SEC upon its request.
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