RENASANT CORPORATION (NASDAQ:RNST) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain OfficersItem 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
At a meeting held on December 20, 2017, the Board of Directors of Renasant Corporation (the “Company”) took the following actions relating to its named executive officers:
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Effective May 1, 2018, R. Rick Hart, while remaining a part of the Company’s executive leadership, will scale back his activities with the Company. In his new role, Mr. Hart will be required to expend no more than 60% of the time that he previously expended as President of the Northern Region of the Bank, and he will be paid 60% of his base compensation as in effect on April 30, 2018. Mr. Hart will remain eligible for annual and long-term cash and equity incentives on a prorated basis. In addition, the term of Mr. Hart’s employment agreement will be extended for an additional year, such that it will terminate on December 31, 2019. |
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The Executive Employment Agreements for Messrs. Waycaster and Chapman were amended. Under the amended agreements, upon a qualifying termination following a change in control of the Company, Mr. Waycaster will now receive a cash payment equal to 2.99 times his base compensation and average bonus and Mr. Chapman will now receive a cash payment equal 2.5 times his base compensation and average bonus, with each payment otherwise subject to the terms and conditions of their respective employment agreements (which are unchanged). Prior to the amendments, the multiplier in both executives’ employment agreements was 2.0 times. The Board effected these changes so that Mr. Waycaster’s and Mr. Chapman’s respective change in control benefit remains competitive with the Company’s peers for similarly-situated executives. |
On December 21, 2017, Curtis J. Gabardi and the Company entered into a separation agreement to which Mr. Gabardi will separate from employment and resign as an officer of Renasant Bank, the Company’s wholly-owned subsidiary, following a transition period to end on March 31, 2018. to the separation agreement, Mr. Gabardi will receive severance in an amount consistent with the terms of his employment agreement, and certain of his outstanding equity incentives under the Company’s 2011 Long-Term Incentive Compensation Plan will vest consistent with the terms of such incentives and the plan. As a condition to the Company’s payment to Mr. Gabardi, he has reaffirmed his commitment to the non-competition and non-solicitation covenants included in his employment agreement, and he will execute and deliver a general waiver and release in favor of the Company upon the effectiveness of his separation from service.
About RENASANT CORPORATION (NASDAQ:RNST)
Renasant Corporation is a bank holding company that owns and operates Renasant Bank (the Bank) and Renasant Insurance, Inc. (Renasant Insurance), a subsidiary of the Bank with operations in Mississippi. The Company operates through three segments: Community Banks segment, Insurance segment and Wealth Management segment. The Community Banks segment offers a range of banking and financial services to individuals and small to medium-sized businesses. The Insurance segment includes an insurance agency offering all lines of commercial and personal insurance through major carriers. The Wealth Management segment offers a range of fiduciary services, which includes the administration and management of trust accounts, including personal and corporate benefit accounts, self-directed individual retirement accounts (IRAs), and custodial accounts. In addition, the Wealth Management segment offers annuities, mutual funds and other investment services through a third-party broker-dealer.
