OLD NATIONAL BANCORP (NASDAQ:ONB) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On January 16, 2019, Old National Bancorp (the “Company”) filed a Current Report on Form 8-K (“Form 8- K”) announcing the election of James C. Ryan, III to succeed Robert G. Jones as Chief Executive Officer of the Company upon Mr. Jones’ retirement as Chief Executive Officer of the Company effective as of the commencement of the Company’s 2019 Annual Meeting of Shareholders to be held on May 2, 2019 (the “Annual Meeting”) and the election of Brendon B. Falconer to succeed Mr. Ryan as the Company’s Chief Financial Officer, effective as of the commencement of the Company’s Annual Meeting.
As of the date of the previous Form 8-K filing, compensation arrangements for Mr. Ryan and Mr. Falconer had not been determined. On January 24, 2019, the Board of Directors of the Company determined the compensation arrangements for Mr. Ryan and Mr. Falconer. This Amendment to Form 8-K is being filed to report those compensation arrangements.
Mr. Ryan’s annual base salary rate will be $750,000. Mr. Ryan will participate in the Company’s Short Term Incentive Plan (“STIP”) with a target payout opportunity of 115% of his annual actual wages. In addition to Mr. Ryan’s base salary and potential bonus, he will also receive up to 70,000 shares of restricted stock of the Company.
Mr. Falconer’s annual base salary rate will be $390,000. Mr. Falconer will participate in the “STIP” with a target payout opportunity of 65% of his annual actual wages. In addition to Mr. Falconer’s base salary and potential bonus, he will receive up to 20,000 shares of restricted stock of the Company.
Mr. Ryan and Mr. Falconer will be awarded a portion of the restricted stock immediately with the award of the remaining balance subject to the executive’s performance. All other changes to their compensation will be effective on May 2, 2019. The Company intends to enter into formal employment agreements containing these compensation arrangements with these two executives.
About OLD NATIONAL BANCORP (NASDAQ:ONB)
Old National Bancorp is a financial holding company. The Company, through its banking subsidiary, provides a range of services, including commercial and consumer loan and depository services, private banking, brokerage, trust, investment advisory, and other traditional banking services. Through its non-bank affiliates, the Company provides full service insurance brokerage services and other financial services. The Company operates in two segments: banking and insurance. The Company’s banking segment operates through its subsidiary, Old National Bank. Old National Bank operates approximately 160 banking financial centers located in Indiana, Kentucky and Michigan. The Company’s insurance segment offers full-service insurance brokerage services, including commercial property and casualty, surety, loss control services, employee benefits consulting and administration, and personal insurance.
