ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On September 19, 2022, Silvergate Capital Corporation (the “Company”), the
holding company for Silvergate Bank (the “Bank”), issued a press release
announcing the appointment of Mary-Margaret Henke as a member of the boards of
directors (the “Boards”) of the Company and the Bank. In addition, Ms.Henke was
appointed to the audit committees of the Company and the Bank.
Ms. Henke is considered an independent director under the applicable Securities
and Exchange Commission and New York Stock Exchange rules, will serve as a Class
II director on the Company’s Board, and will be subject to re-election at the
Company’s annual meeting of stockholders to be held in June 2023. There are no
arrangements or understandings between Ms. Henke and any other person pursuant
to which she was selected as a director. Ms. Henke will receive the same
compensation as currently paid to the Company’s and the Bank’s other Board
ITEM 7.01 REGULATION FD DISCLOSURE.
A copy of the press release issued by the Company on September 19, 2022
regarding Ms. Henke’s appointment as a director of the Company and the Bank, as
described in item 5.02 above, is attached as Exhibit 99.1 to this Current Report
on Form 8-K.
The information furnished under Item 7.01 and Item 9.01, including Exhibit 99.1
hereto, of this Current Report on Form 8-K shall not be deemed “filed” for
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or
otherwise subject to liabilities under that Section, nor shall it be deemed
incorporated by reference into any registration statement or other filings of
the Company made under the Securities Act of 1933, as amended, except as
expressly set forth by specific reference in such filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits. Exhibit Number Description 99.1 Press Release da ted September 19, 2022 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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