First Horizon elects Jeffrey R. Balser to board
FHN's amended bylaws set a 13-member board, while Balser joins two board committees.
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Form Type
8-K
Rhea-AI Filing Summary
First Horizon Corporation (FHN) and its subsidiary First Horizon Bank elected Jeffrey R. Balser to both boards, effective October 26, 2026. Balser, 64, is President, Chief Executive Officer and a board member of Vanderbilt University Medical Center, and Dean of Vanderbilt University School of Medicine. He was appointed to FHN's Nominating and Corporate Governance and Information Technology committees. FHN's board also amended its bylaws effective October 26, 2026, providing for 13 directors, up from 12. FHN states it and its subsidiaries have entered into, and expect to enter into, ordinary-course banking and financial-services transactions with executive officers, directors, nominees, their immediate family members and affiliated entities, and persons FHN is aware beneficially own more than 5% of its common stock; those transactions were on substantially the same terms as comparable transactions with unrelated persons and did not involve more than normal collectability risk or other unfavorable features.
8-K Event Classification
3 items: 5.02, 5.03, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 5.03
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Governance
The company amended its charter documents, bylaws, or changed its fiscal year.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, or exhibit attachments filed with this report.
Key Figures
Board members after amendment: 13 members
Board members before amendment: 12 members
Jeffrey R. Balser's age: 64 years
3 metrics
Board members after amendment
13 members
Bylaw amendment effective October 26, 2026
Board members before amendment
12 members
Prior board size stated in the bylaw amendment
Jeffrey R. Balser's age
64 years
At the time of his election
Key Terms
ordinary course of business, beneficially own, non-employee directors
3 terms
ordinary course of business financial
"made in the ordinary course of business"
The ordinary course of business means the regular, routine activities a company carries out to operate day-to-day — sales, payroll, supplier orders, customer service and similar predictable tasks. For investors, distinguishing these normal activities from unusual transactions is important because routine actions signal steady operations and predictable cash flow, while departures from the ordinary course (like one‑off deals or emergency costs) can indicate added risk or one-time impacts to earnings, much like household chores versus a sudden home renovation.
beneficially own financial
"beneficially own more than five percent of FHN's common stock"
Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.
non-employee directors financial
"compensation plans and programs for non-employee directors"
Non-employee directors are board members who do not work for the company as salaried employees and usually do not hold day-to-day management roles. They act like outside referees or independent coaches, providing oversight, asking tough questions, and protecting shareholders’ interests; investors care because these directors help ensure management is accountable, reduce conflicts of interest, and influence decisions that affect company strategy and long-term value.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
Who did FHN elect to its board?
First Horizon Corporation and First Horizon Bank elected Jeffrey R. Balser to their boards effective October 26, 2026. Balser is President, Chief Executive Officer and a board member of Vanderbilt University Medical Center, and Dean of Vanderbilt University School of Medicine.
How many members will FHN's board have?
FHN's amended bylaws provide for a board of 13 members, increased from 12, effective October 26, 2026.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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
October 27, 2026 (October 26, 2026 )
Date of Report (date of earliest event reported)
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | |||||||||
(Address of Principal Executive Offices) | (Zip Code) | ||||||||||
(Registrant's telephone number, including area code) (901 ) 523-4444
(Former name or former address, if changed since last report.)
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):
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Exchange on which Registered | ||||||
| | ||||||||
| a share of Non-Cumulative Perpetual Preferred Stock, Series E | ||||||||
| a share of Non-Cumulative Perpetual Preferred Stock, Series F | ||||||||
| a share of Non-Cumulative Perpetual Preferred Stock, Series H | ||||||||
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. o
ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Election of New Director
On October 26, 2026, the Boards of Directors (singly or collectively, the “Board”) of First Horizon Corporation (“FHN”) and of FHN's subsidiary First Horizon Bank (the “Bank”) elected Jeffrey R. Balser to the Board, effective immediately.
Dr. Balser, age 64, is the President, Chief Executive Officer, and a member of the board of directors of Vanderbilt University Medical Center (VUMC), an academic health system located in Nashville, Tennessee, and Dean of Vanderbilt University School of Medicine. Prior to 2008, Dr. Balser served as chair of anesthesiology and later as chief research officer at VUMC. He also practiced cardiac anesthesiology and cardiac intensive care medicine at VUMC and, before 1998, at Johns Hopkins where he led a research program funded by the National Institutes of Health.
There are no arrangements or understandings between Dr. Balser and any other person concerning his selection to be elected to the Board.
Dr. Balser has been appointed to the Nominating and Corporate Governance Committee and the Information Technology Committee of the Board.
FHN, the Bank and the subsidiaries of each, as applicable, have entered into lending transactions and/or other banking or financial services transactions in the ordinary course of business with FHN’s executive officers, directors, nominees, their immediate family members and affiliated entities, and the persons of which FHN is aware that beneficially own more than five percent of FHN's common stock, and FHN expects to have such transactions in the future. Such transactions were made in the ordinary course of business, were made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for comparable transactions with persons not related to FHN, and did not involve more than the normal risk of collectability or present other unfavorable features.
Dr. Balser will be eligible to participate in FHN’s active compensation plans and programs for non-employee directors. Additional information concerning FHN’s plans and programs for non-employee directors is provided in the following previously-filed material: the Director Compensation section of FHN’s proxy statement for the 2026 annual meeting of shareholders appearing on pages 28-30; FHN’s Director Compensation Policy, filed as Exhibit 10.1 to FHN’s Quarterly Report on Form 10-Q for the period ended June 30, 2026; and a description of other compensation and benefit arrangements for non-employee directors, filed as Exhibit 10.8(b) to FHN’s Annual Report on Form 10-K for the year 2020.
ITEM 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
Amendment of Bylaws
On October 26, 2026, the Board of Directors unanimously approved an amendment to Section 3.2 of the Bylaws of First Horizon Corporation, effective immediately. As amended, that Section provides that the Board of Directors consists of thirteen members (increased from twelve).
ITEM 9.01. Financial Statements and Exhibits
The following exhibits are filed herewith:
| Exhibit # | Description | |||||||
| 3.1 | Bylaws of First Horizon Corporation, as amended and restated effective October 26, 2026 | |||||||
| 104 | Cover Page Interactive Data File, formatted in Inline XBRL | |||||||
 | 2 | FORM 8-K CURRENT REPORT 10/27/2026 | ||||||
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.
| FIRST HORIZON CORPORATION | |||||||||||||||||
| (Registrant) | |||||||||||||||||
| October 27, 2026 | By: | /s/ Shannon M. Hernandez | |||||||||||||||
| Shannon M. Hernandez | |||||||||||||||||
| Senior Vice President, Assistant General Counsel and Corporate Secretary | |||||||||||||||||
| 3 | FORM 8-K CURRENT REPORT 10/27/2026 | ||||||