PB Bancorp, Inc. (NASDAQ:PBBI) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 19, 2018, PB Bancorp, Inc. (the “Company”) and Putnam Bank (the “Bank”), the wholly owned subsidiary of the Company, entered into individual change in control agreements (the “Agreements”) with Thomas Borner, the President and Chief Executive Officer of the Bank, and Robert J. Halloran, Jr., Executive Vice President and Chief Financial Officer of the Bank (collectively, the “Executive Officers”). Each Agreement provides that in the event that the Executive Officer terminates his employment for good reason (as such term is defined in the Agreements) or the Executive Officer’s employment is terminated for any reason other than cause, disability (as such terms are defined in the Agreements) or death within 12 months after a change in control, the Executive Officer shall receive a lump sum cash payment equal to three times (two times, for Mr. Halloran) the Executive Officer’s annual base salary in effect immediately prior to the termination event, or, if higher, the Executive Officer’s annual base salary in effect immediately prior to the change in control. The payment shall be paid within 60 days of after the event of termination; provided, however, that if the 60-day period begins in one calendar year and ends in a second calendar year, such payment shall be paid in the second calendar year by the last day of such 60-day period. The Agreements further provide in the event that any compensation, payment, or distribution to the Executive Officer would be subject to the excise tax imposed by Internal Revenue Code Sections 4999 and 280G, then the aggregate payments shall be reduced to $1.00 less than the amount at which the Executive Officer becomes subject to the excise tax; provided that the reduction shall only be made if the Executive Officer would receive a higher after-tax benefit than he would if the aggregate payments were subject to the excise tax.
The foregoing description is qualified in its entirety by reference to the Agreements, which will be filed as exhibits to the Company’s Quarterly Report on Form 10-Q for the Quarter Ended December 31, 2018.
Item 5.02.Financial Statements andExhibits
Not applicable.
About PB Bancorp, Inc. (NASDAQ:PBBI)
PB Bancorp Inc is a bank holding company. The company was founded in September 2015 and is located in Putnam, Connecticut.
