CBTX enters merger-related executive comp agreements with CEO Franklin, CFO Pigott

Stellar Bancorp, Inc.

CEO Franklin post-merger salary $645,000; target bonus 85%; equity awards min 125% of base.
Franklin receives $550,000 closing equity award (50% time-based, 50% performance-based) with three-year vest.
Severance for Franklin: lump sum greater of $1.5M or 2x base, plus pro-rata bonus and 18 months health premiums.
CFO Pigott gets $960,000 cash severance plus accelerated equity vesting if terminated without cause within 18 months post-merger.
Bylaws amended to align shareholder amendment rights in certificate and bylaws post-merger.

item 5.02 item 8.01 item 9.01

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Appointed

Robert R. Franklin, Jr.

Chief Executive Officer

STEL · Stellar Bancorp, Inc.

Filed: March 18, 2022, 7:59 PM ET

Mr. Franklin will serve as Chief Executive Officer of the combined company and will serve as Executive Chairman of the combined bank.

Key facts

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Executive change SEC 8-K Item 5.02 confidence 0.95

Robert R. Franklin, Jr. was appointed as Chief Executive Officer at Stellar Bancorp, Inc..

Action: appointed
Role: Chief Executive Officer

Exact text from the filing

Mr. Franklin will serve as Chief Executive Officer of the combined company and will serve as Executive Chairman of the combined bank.

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Stellar Bancorp, Inc. filing history →

Source: SEC EDGAR

accession 0001104659-22-035591

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