HANMI FINANCIAL CORPORATION (NASDAQ:HAFC) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement.
The informational required by this Item as it relates to the
Indenture (as defined below) is set forth in Item 5.02 and is
hereby incorporated herein by reference in response to this Item.
Item 5.02 Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
On April 27, 2017, Hanmi Financial Corporation and its wholly
owned subsidiary, Hanmi Bank (collectively, the Company), entered
into a new employment agreement with C. G. Kum, the Companys
President and Chief Executive Officer, effective as of April 27,
2017 (the Employment Agreement). The Employment Agreement
supersedes and replaces the employment agreement between the
Company and Mr. Kum, dated as of May 24, 2013.
The Employment Agreement provides for a term that commences on
April 27, 2017 and expires on June 12, 2020 (unless earlier
terminated by either party), subject to automatic renewal for
successive one-year periods unless either party provides written
notice of non-renewal at least sixty days prior to the expiration
of the then-current term.
to the Employment Agreement, Mr. Kum will continue to serve as
the Companys President and Chief Executive Officer, in addition
to serving as a member of the Companys Board of Directors (the
Board).
Mr. Kums current annual base salary of $610,000 is unchanged from
the amount in effect as of the Companys 2016 fiscal year end.
Beginning in 2017, Mr. Kums annual base salary will be reviewed
at least annually for increase, but may not be decreased, in the
sole discretion of the Board. In addition, Mr. Kum will continue
to be eligible to receive an annual bonus of up to 100% of his
annual base salary for each fiscal year of the Company, based
upon the attainment of performance goals determined by the Board
in its sole discretion. Under the Employment Agreement, Mr. Kum
is entitled to participate in employee benefit plans for which he
may be eligible and will receive certain perquisites, including
the use of a company car, payment of country club dues,
Company-provided welfare benefits and personal life insurance,
and twenty days of paid vacation annually.
The Employment Agreement provides that if Mr. Kums employment is
terminated either by the Company without cause or by him for good
reason, in either case, other than within eighteen months
following a change in control (each as defined in the Employment
Agreement), and subject to Mr. Kums execution and non-revocation
of a general release of claims, Mr. Kum will be entitled to
receive the following severance payments and benefits: (i)
continued payment of his then-current annual base salary for
twelve months following the date of termination, (ii) a lump-sum
payment of an amount equal to the pro-rated portion of his prior
years annual bonus based on the number of days worked during the
year of termination, (iii) accelerated vesting of any
then-unvested time-based equity awards held by Mr. Kum with
respect to the portion that would have vested if Mr. Kums
employment had continued for one year following the date of
termination, and (iv) continued health insurance benefits at the
Companys expense under COBRA for up to 18 months, or a monthly
cash payment in lieu thereof.
In addition, the Employment Agreement provides that if, within
eighteen months following a change in control, the Executives
employment with the Company is terminated either by the Company
without cause or by him for good reason, in either case, and
subject to Mr. Kums execution and non-revocation of a general
release of claims, Mr. Kum will be entitled to receive the
following severance payments and benefits: (i) a lump sum payment
of an amount equal to two and one-half times the sum of his
then-current annual base salary and his then-maximum annual
bonus, (ii) fully accelerated vesting of any then-unvested
time-based equity awards held by Mr. Kum, and (iii) continued
health insurance benefits at the Companys expense under COBRA for
up to 18 months, or a monthly cash payment in lieu thereof.
to the Employment Agreement, if Mr. Kums employment terminates
due to his death or disability, then he or his estate, as
applicable, will be entitled to receive a lump-sum payment of an
amount equal to the pro-rated portion of his prior years annual
bonus based on the number of days worked during the year of
termination and accelerated vesting of any then-unvested
time-based equity awards held by Mr. Kum with respect to the
portion that would have vested if Mr. Kums employment had
continued for one year following the date of termination.
Mr. Kum remains subject to the confidentiality, non-solicitation
and other covenants included in his restrictive covenant
agreements with the Company and the non-disparagement covenant
set forth in the Employment Agreement. In addition, if any
payments or benefits provided to Mr. Kum in connection with a
change in control are subject to excise taxes as a result of the
application of Sections 280G and 4999 of the Internal Revenue
Code, such payments and benefits will be reduced so that no
excise tax is payable, but only if this reduction results in a
more favorable after-tax position for him.
The above summary of the terms of Mr. Kums employment agreement
is qualified in its entirety by reference to Mr. Kums employment
agreement, which is attached to this Report as Exhibit 10.1 and
incorporated in this Item 5.02 by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
|
Exhibit No. |
Description |
|
| 10.1 |
Employment Agreement, dated as of April 27, 2017, by and among Hanmi Financial Corporation, Hanmi Bank and C. G. Kum |
|
About HANMI FINANCIAL CORPORATION (NASDAQ:HAFC)
Hanmi Financial Corporation is the holding company for Hanmi Bank (the Bank). The Bank is a community bank conducting general business banking, with its primary market encompassing the Korean-American community, as well as other ethnic communities across California, Colorado, Georgia, Illinois, New York, Texas, Virginia and Washington. The Bank’s client base reflects the multi-ethnic composition of these communities. The Bank maintains a branch network of over 40 full-service branch offices in California, Illinois, New Jersey, New York, Texas and Virginia, and loan production offices in California, Colorado, Texas, Virginia and Washington State. Its lending activities include real estate loans (commercial property, construction and residential property), commercial and industrial loans (commercial term loans, commercial lines of credit and international), and consumer loans and small business administration (SBA) loans. Its revenues are derived from interest and fees on its loans. HANMI FINANCIAL CORPORATION (NASDAQ:HAFC) Recent Trading Information
HANMI FINANCIAL CORPORATION (NASDAQ:HAFC) closed its last trading session up +0.25 at 29.10 with 193,402 shares trading hands.