EQUITY BANCSHARES, INC. (NASDAQ:EQBK) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March21, 2018, the Equity Bancshares, Inc. (the “Company”) announced the appointment of Craig Anderson as Executive Vice President and Chief Operating Officer of Equity Bank, the Company’s wholly owned banking subsidiary, effective as of March26, 2018. Mr.Anderson, 58, joins Equity Bank from UMB Bank where he most recently served as President of UMB Bank’s Commercial Banking– Eastern Region beginning in 2017. Prior to this role, Mr.Anderson served UMB Bank as President, Commercial Banking beginning in 2011 in Kansas City, Missouri.
In connection with his appointment, Mr.Anderson entered into an employment agreement, dated March16, 2018, by and between Equity Bank and Mr.Anderson. The initial term of the employment agreement is three years and will automatically renew for successive one-year periods thereafter, unless the agreement is terminated in accordance with its terms. Under the terms of the employment agreement, Mr.Anderson will receive a base salary of $350,000 and a target annual incentive bonus of 65% of his base salary, which shall be payable in cash. Mr.Anderson will also receive a target annual incentive bonus of 50% of his base salary, which shall be payable in 50% in time-based restricted stock units and 50% in performance-based restricted stock units. If Mr.Anderson is terminated for cause or resigns without good reason, the unvested portion of his equity awards will be forfeited.
Mr.Anderson’s employment agreement provides that upon the termination of his employment (i)by Equity Bank for any reason other than for cause or his death or permanent incapacity, (ii)by Mr.Anderson with good reason, or (iii)by Equity Bank or Mr.Anderson if such employment agreement is not renewed, Mr.Anderson will be entitled to receive his base salary for a period of twelve months following such termination, subject to compliance with the terms of the employment agreement and execution of a general release in favor of Equity Bank. For purposes of the employment agreement, “good reason” means any material breach by Equity Bank of any provision of the employment agreement.
Mr.Anderson’s employment agreement contains a change in control provision that provides for a payment to him if (i)his employment is terminated within twelve months after a qualifying change in control for any reason other than death, permanent incapacity or cause, or (ii)he resigns for any reason within twelve months after a qualifying change in control. Upon a qualifying change in control and termination of his employment, Mr.Anderson would be entitled to a payment equal to 1.0times the sum of (i)his prior year’s base salary and (ii)all additional cash compensation paid to him and received during such year. Any payments to the change in control provision are subject to compliance with restrictions imposed by the Internal Revenue Code. Additionally, Mr.Anderson is bound by the restrictive covenants set forth in his employment agreement.
There are no family relationships between Mr.Anderson and any director or other executive officer of the Company, or with any person selected to become an officer or a director of the Company, nor are there any arrangements or understandings between Mr.Anderson and other persons to which he was appointed as an executive officer of the Company. The Company has had no transactions since the beginning of its last fiscal year, and has no transactions proposed, in which Mr.Anderson, or any member of his immediate family, has a direct or indirect material interest.
The foregoing description of Mr.Anderson’s employment agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the employment agreement, which is attached hereto as Exhibits10.1 and is incorporated herein by reference.
Item 5.02 Regulation FD Disclosure.
The Company issued a press release on March21, 2018, announcing the hiring of Mr.Anderson and Equity Bank’s new Chief Credit Officer, Craig Mayo, which is furnished as Exhibit99.1 and is incorporated by reference herein.
The information in this Item 5.02, including Exhibit99.1, is being furnished to Item 5.02 of Form8-K and shall not be deemed “filed” for purposes of Section18 of the Exchange Act, or otherwise subject to liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, unless specifically identified therein as being incorporated therein by reference.
Item 5.02 Financial Statements and Exhibits.
(d) Exhibits
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EQUITY BANCSHARES INC ExhibitEX-10.1 2 d556851dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (the Agreement) is made and entered into this March 16,…To view the full exhibit click here
About EQUITY BANCSHARES, INC. (NASDAQ:EQBK)
Equity Bancshares, Inc. is a bank holding company. The Company’s principal activity is the ownership and management of its subsidiary, Equity Bank (the Bank). The Bank provides a range of financial services primarily to businesses and business owners, as well as individuals. As of November 10, 2016, the Company operated through 34 branches located in Kansas, Missouri and Arkansas. The Company’s operations involve the delivery of loan and deposit products to its customers. The Company offers commercial banking products and other services, including lending activities, deposit products, and other products and services. It offers a suite of online banking solutions, including access to account balances, online transfers, online bill payment, and electronic delivery of customer statements and mobile banking solutions. In addition, the Company offers commercial treasury management services, wire transfer, automated clearing house (ACH) services and cash management deposit products.