Regional Management Corp. (NYSE:RM) Files An 8-K Results of Operations and Financial Condition
Item 2.02. Results of Operations and Financial Condition.
On May 8, 2019, Regional Management Corp. (the “Company”) issued a press release announcing financial results for the quarter ended March 31, 2019. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. On May 8, 2019, the Company will host a conference call to discuss financial results for the quarter ended March 31, 2019. A copy of the presentation to be used during the conference call is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
All information in the press release and the presentation is furnished under Item 2.02 of Form 8-K, “Results of Operations and Financial Condition,” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 6, 2019, following approval by the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of the Company and the Board, the Company entered into an employment agreement (the “Employment Agreement”) with Peter R. Knitzer, to which Mr. Knitzer will continue to serve as the Company’s President and Chief Executive Officer. The Employment Agreement replaces Mr. Knitzer’s prior employment agreement with the Company, which had a three-year term that would have ended on August 1, 2019 (the “Prior Agreement”). The Employment Agreement was effective as of May 6, 2019 and provides for a term of employment ending on July 31, 2022, which represents a three-year extension of the Prior Agreement’s term.
The Employment Agreement contains substantially the same terms as the Prior Agreement, with certain compensation updates and other technical amendments. The key terms of the Employment Agreement (as compared to the Prior Agreement) include: an increase in Mr. Knitzer’s base salary to $600,000 (from $530,000), which salary remains subject to increases as may be determined by the Board or the Committee from time to time; an increase in Mr. Knitzer’s target bonus opportunity under the Company’s Annual Incentive Plan to 150% of base salary (from 50%); and an increase in Mr. Knitzer’s aggregate annual compensation opportunity to no less than $3,600,000 (from $3,000,000), which opportunity remains subject to the terms and conditions of the applicable Company incentive plans and related award agreements in addition to the Committee’s discretion to adjust base salaries, allocate cash and equity compensation opportunities, establish performance and/or multi-year service criteria, and determine attainment of performance and other criteria established by the Committee. Additionally, the Employment Agreement clarifies that Mr. Knitzer will be reimbursed for COBRA premiums following a termination due to “disability” (as defined in the Employment Agreement) and also provides that to the extent any long-term incentive award agreement contains a definition of “retirement,” the definition of “retirement” found in the Employment Agreement shall control to the extent more favorable.
The foregoing summary of the Employment Agreement is not complete and is qualified in its entirety by reference to the full text of the Employment Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Item 8.01. Other Events.
On May 8, 2019, the Company announced that the Board has authorized the repurchase of up to $25 million of the Company’s outstanding shares of common stock through May 6, 2021.
