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): January 26, 2010 (January
20, 2010)
RURBAN FINANCIAL
CORP.
(Exact
name of registrant as specified in its charter)
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Ohio
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0-13507
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34-1395608
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(State
or other jurisdiction
of
incorporation or organization)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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401 Clinton Street,
Defiance, Ohio 43512
(Address
of principal executive offices) (Zip Code)
(419)
783-8950
(Registrant’s
telephone number, including area code)
Not
Applicable
(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:
[ ]
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
240.14a-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))
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Item
5.02.
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Departure
of Directors or Certain Officers; Election of Directors; Appointment of
Certain Officers; Compensatory Arrangements of Certain
Officers.
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On
January 20, 2010, the Board of Directors of Rurban Financial Corp. (the
“Company”), upon the recommendation of the Governance and Nominating Committee,
elected Gaylyn J. Finn as a director of the Company to join the class of
directors whose terms will expire at the annual meeting of shareholders in
2011. Mr. Finn will serve on the Audit Committee and the Loan Review
Committee of the Company’s Board of Directors and will also serve as a member of
the Board of Directors of The State Bank and Trust Company.
Mr. Finn
served as Associate Vice President for Finance/Treasurer of Bowling Green State
University from 1986 until his retirement in September of 2008. He
has been a Certified Public Accountant (CPA) since 1974.
The
Company’s Board of Directors has determined that Mr. Finn and his immediate
family members do not have and have not had any relationships or transactions
(and no such relationships or transactions are presently expected) with the
Company or any of the Company’s subsidiaries, either directly or indirectly,
that (a) would be inconsistent with a determination that Mr. Finn satisfies the
independence standards specified in the applicable rules of The NASDAQ Stock
Market and the applicable rules and regulations of the Securities and Exchange
Commission (“SEC”), including Rule 10A-3 under the Securities Act of 1934, as
amended, or (b) would require disclosure under Item 404(a) of SEC Regulation
S-K.
SIGNATURE
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.
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RURBAN
FINANCIAL CORP.
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Dated:
January 26, 2010
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By:
/s/ Duane L.
Sinn
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Duane
L. Sinn
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Executive
Vice President and Chief Financial
Officer
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