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)
September
25, 2008
CITY
HOLDING COMPANY
(Exact
Name of Registrant as Specified in its Charter)
Commission
File Number: 0-11733
|
West
Virginia
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55-0619957
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(State
or Other Jurisdiction of
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(I.R.S.
Employer
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Incorporation
or Organization)
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Identification
No.)
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25
Gatewater Road, Cross Lanes, WV 25313
(Address
of Principal Executive Offices, Including Zip Code)
304-769-1100
(Registrant’s
Telephone Number, Including Area Code)
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):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR
240.14a-12(b))
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17CFR240.13e-4(c))
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Section
5 – Corporate Governance and Management
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Item
5.02 (a)
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Departure
of Directors or Certain Officers.
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City Holding Company director, James E.
Songer, II and Songer Insurance Company have been in the insurance business in
the Beckley, WV market for several decades. In the past year, City
Insurance Professionals, a subsidiary of City Holding Company, has become more
active in the Beckley market pursuing insurance clients and it became apparent
that there was a potential for a conflict between James Songer’s insurance
company and City Insurance Professionals. As a result, after careful
consideration, Director Songer tendered his resignation to the Governance
Committee Chairman on September 25, 2008.
At the time of the resignation,
Director Songer was a member of the Audit Committee.
A copy of Mr. Songer’s resignation is
attached as Exhibit 99.1.
Section
9 – Financial Statements and Exhibits
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Item
9.01
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Financial
Statements and Exhibits.
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(c) Exhibits
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99.1
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Resignation
of James E. Songer, II
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Signatures
Pursuant
to the requirements of the Securities and 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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Dated:
October 1,
2008
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City
Holding Company
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By:
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/s/ David L.
Bumgarner
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David
L. Bumgarner
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Chief
Financial Officer
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