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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 
 FORM 8-K
 
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 11, 2020
 
 
SVB Financial Group
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
 
 
Delaware
 
000-15637
 
91-1962278
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
3003 Tasman Drive, Santa Clara, CA 95054-1191
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (408) 654-7400
 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.142-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. □




Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class
 
Trading Symbol
 
Name of Exchange on Which Registered
Common Stock, par value $0.001 per share
 
SIVB
 
The Nasdaq Stock Market LLC
 
 
 
 
 
Depositary shares, each representing a 1/40th interest in a share of 5.250% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series A
 
SIVBP
 
The Nasdaq Stock Market LLC
Item 5.02.
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On May 11, 2020, SVB Financial Group (the “Company”) announced that its Board of Directors had appointed Alison Davis as a director of the Company and its wholly owned subsidiary, Silicon Valley Bank.
Ms. Davis has entered into the Company’s standard form of Indemnification Agreement for directors, and in connection with her service as a director, she will be entitled to compensation in accordance with the Company’s compensation practices, subject to proration to reflect the commencement date of her service. The Company’s director compensation practices are described under the caption “Compensation for Directors” in the Company’s definitive proxy statement filed on March 9, 2020. There are no arrangements or understandings between Ms. Davis and any other persons pursuant to which Ms. Davis was appointed as a director. There are no transactions in which Ms. Davis has an interest requiring disclosure under Item 404(a) of Regulation S-K.
A copy of the press release announcing the appointment of Ms. Davis is filed as Exhibit 99.1 to this report and is incorporated by reference herein.
Item 9.01    Financial Statements and Exhibits.

(d)
Exhibits.

Exhibit No.
Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).

 





SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
Date: May 11, 2020
 
 
 
SVB FINANCIAL GROUP
 
 
 
 
 
 
 
 
By:
 
/s/ GREG W. BECKER
 
 
 
 
Name:
 
Greg W. Becker
 
 
 
 
Title:
 
President and Chief Executive Officer




Exhibit 99.1


SVB Financial Group Appoints Alison Davis to its Board of Directors

SANTA CLARA, Calif. –– May 11, 2020 —SVB Financial Group (NASDAQ: SIVB) today announced the appointment of Alison Davis, Co-Founder and Managing Partner of Fifth Era and a seasoned investor, to its board of directors, effective May 11, 2020. SVB Financial Group is the parent company of Silicon Valley Bank (SVB), the bank of the world’s most innovative companies and their investors. Davis will also serve on the board of directors of Silicon Valley Bank.

“Alison’s experience advising early-stage companies, investors, banks and fintech companies make her well-suited for her role on the board of directors for SVB,” said Roger Dunbar, Chairman of SVB’s Board of Directors. “Her insights and acumen will complement our dynamic and engaged board.”

Silicon Valley Bank helps address the unique needs of entrepreneurs, innovative companies and their investors in technology and life science sectors. The company offers a range of specialized financial services through locations around the world. With more than $75 billion in assets and more than 3,700 employees globally, SVB strives to improve the probability of its clients’ success.

“Alison brings extensive experience in finance, investments and strategy, and she is a trusted advisor to various innovative companies,” said Greg Becker, President and CEO of SVB Financial Group. “Her understanding of our clients’ needs, companies and investors alike, will be a valuable asset for SVB.”

Davis brings more than 30 years of finance and management experience to her board position. In 2011, she co-founded Fifth Era, a family office and venture capital firm specializing in early-stage investments based in Tiburon, California, where she is a Managing Partner. Prior to starting Fifth Era, she was General Partner and Managing Partner at Belvedere Capital Partners and Chief Financial Officer and Head of Strategy at Barclays Global Investors. She also held leadership roles at A.T. Kearney and McKinsey & Company.

As an experienced director, Davis currently serves on the boards of Fiserv, Ooma and Collibra, and chairs the advisory board of Blockchain Capital. She is a former director of Royal Bank of Scotland, Unisys, Diamond Foods, First Data Corporation and several other public and private companies.

Davis earned her Bachelor and Master of Arts degrees in economics from the University of Cambridge. She earned her Master of Business Administration from the Stanford University Graduate School of Business.
 
For more information about SVB, visit www.svb.com.

About SVB Financial Group
For more than 35 years, SVB Financial Group (NASDAQ: SIVB) and its subsidiaries have helped innovative companies and their investors move bold ideas forward, fast. SVB Financial Group’s businesses, including Silicon Valley Bank, offer commercial and private banking, asset management, private wealth management, brokerage and investment services and funds management services to companies in the technology, life science and healthcare, private equity and venture capital, and premium wine industries. Headquartered in Santa Clara, California, SVB Financial Group operates in centers of innovation around the world. Learn more at svb.com.

SVB Financial Group is the holding company for all business units and groups © 2018 SVB Financial Group. All rights reserved. SVB, SVB FINANCIAL GROUP, SILICON VALLEY BANK, MAKE NEXT HAPPEN




NOW and the chevron device are trademarks of SVB Financial Group, used under license. Silicon Valley Bank is a member of the FDIC and the Federal Reserve System. Silicon Valley Bank is the California bank subsidiary of SVB Financial Group.

Media Contact:
Julia Thompson
Silicon Valley Bank    
415.764.4707
Jthompson3@svb.com