Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At a meeting of the Board of Directors of First Mid Bancshares, Inc (the
"Company) on January 25, 2022, the Board of Directors adopted a resolution
increasing the size of the Board of Directors from nine (9) directors to ten
(10) directors. At the same meeting, the Company's Board of Directors appointed
Ms. Gisele A. Marcus to fill the vacancy on the Board of Directors resulting
from the increase in the size of the Board of Directors. Ms. Marcus joined the
Board of Directors effective January 25, 2022.
Ms. Marcus was appointed to serve until the expiration of the current Class III
term in 2022, or until her successor is duly elected and qualified, unless she
shall earlier resign or be removed. The Board of Directors has determined that
Ms. Marcus will serve on the Audit Committee, Compensation Committee and
Nominating & Governance Committee of the Board of Directors. Ms. Marcus will be
compensated for her service as a director under the Company's standard
compensation program for non-employee directors.
There are no related party transactions involving Ms. Marcus that are reportable
under Item 404(a) of Regulation S-K.
A copy of the press release issued on January 28, 2022 is attached hereto and
incorporated by reference herein.
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