8-K


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 6, 2016



CULLEN/FROST BANKERS, INC.
(Exact name of issuer as specified in its charter)




Texas
001-13221
74-1751768
(State or other jurisdiction
(Commission
(IRS Employer
of incorporation)
File Number)
Identification No.)


100 West Houston Street, San Antonio, Texas
78205
(Address of principal executive offices)
(Zip Code)


(210) 220-4011
(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 (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 240.14a-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))







Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 6, 2016, Frost Bank, the banking, investments and insurance subsidiary of Cullen/Frost Bankers, Inc. (“Cullen/Frost”) announced several leadership changes for Frost Wealth Advisors, its trust, investments and brokerage division. The changes are effective April 1, 2016. As a result of the changes, Richard Kardys, group executive vice president, Frost Wealth Advisors, and the executive officer with responsibility for trust and investments since 1980, will become Wealth Advisor Senior Officer and will provide counsel to Pat Frost, president of Frost Bank and a director of Cullen/Frost, who will take over the leadership role for Frost Wealth Advisors from Kardys.
Item 7.01
Regulation FD Disclosure
Attached, as Exhibit 99.1 and incorporated into this item by reference, is a press release issued by Cullen/Frost on January 6, 2016. The information furnished by Cullen/Frost pursuant to this item shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934.
Item 9.01    Financial Statements and Exhibits
(d)   Exhibits:
99.1
Press Release dated January 6, 2016.







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.

CULLEN/FROST BANKERS, INC.



By:    /s/ Jerry Salinas    
Jerry Salinas
Group Executive Vice President
and Chief Financial Officer


Dated:    January 6, 2016