Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective on November 8, 2022, Hills Bancorporation (the "Company") appointed
Lisa A. Shileny, age 46, to the position of President of the Company's
wholly-owned bank subsidiary, Hills Bank and Trust Company (the "Bank"). Ms.
Shileny will continue to serve as Chief Operating Officer. With the appointment
of Ms. Shileny to the position of President, Mr. Dwight Seegmiller will continue
to serve as Chief Executive Officer and President of the Company, Chief
Executive Officer of the Bank, and as a director of the Company and the Bank.
Ms. Shileny has been employed with the Company since 2005 and has served in a
variety of senior positions with the Company, including most recently as Chief
Operating Officer from December 14, 2021 through the present. Prior positions
with the Company and the Bank included serving as Senior Vice President, General
Counsel from 2015 to 2017; Senior Vice President, Director of Operations from
2017 to 2019; and Senior Vice President, Director of Administration starting in
2019 through her appointment as Chief Operating Officer. Ms. Shileny started her
career in the private practice of law at Stanley, Lande & Hunter after
graduating with a Bachelor of Arts degree from Central College in 1998 and a
Doctor of Jurisprudence from the University Of Iowa College Of Law in 2002. She
is a graduate of the Graduate School of Banking at the University of Wisconsin -
Madison and will graduate from the American Bankers Association Stonier Graduate
School of Banking at the Wharton School of Business of the University of
Pennsylvania in 2023. Shileny is the current Chairperson of the Board of
Directors of Goodwill of the Heartland and also serves on the Board of Directors
of the Iowa City Area Development group (ICAD).
In connection with her appointment as President Ms. Shileny's base salary was
adjusted to $385,000 per year. Ms. Shileny will also continue to be eligible for
discretionary annual cash bonuses, equity awards under the Company's 2020 Stock
Option and Incentive Plan, and discretionary contributions to the Company's
Employee Stock Ownership and Profit-Sharing Plans. She will also be entitled to
receive other employee benefits generally available to all employees of the
Company and the Bank, including participation in medical plans and the Company's
Employee Stock Purchase Plan.
Ms. Shileny has no family relationship with any director or executive officer of
the Company or any of its affiliated subsidiaries. Since the beginning of the
Company's last fiscal year, neither Ms. Shileny nor any member of her immediate
family have had transactions in excess of $120,000 with the Company or any of
its affiliated subsidiaries which would be reportable under Item 404(a) of SEC
Regulation S-K, other than loans made by the Bank in its ordinary course of
business and on substantially the same terms, including interest rates and
collateral, as those prevailing at the time for comparable transactions with
unrelated persons, and such loans did not involve more than the normal risk of
collectability or present other unfavorable features.
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HILLS BANCORPORATION 
