CEO Michael Rhodes resigns effective April 1; J. Michael Shepherd named Interim CEO

Discover Financial Services

Michael Rhodes resigns as CEO and President effective April 1, 2024, to become CEO of Ally Financial.
Rhodes will serve as advisor through April 12; forfeits unvested equity and repays $843,500 in awards; no severance.
J. Michael Shepherd appointed Interim CEO and President, effective April 1, with base salary of $1.25M and $5.75M RSU award.
Shepherd's RSU vests upon merger close with Capital One or one-year anniversary; he remains on the board.
Resignation and interim appointment linked to Discover's pending merger with Capital One (announced Feb 19, 2024).

item 5.02 item 9.01

Executive movements

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Appointed (interim)

J. Michael Shepherd

Interim Chief Executive Officer and President

Discover Financial Services

Effective: 2024-04-01
Filed: March 27, 2024, 7:59 PM ET

On March 26, 2024, the Board appointed J. Michael Shepherd as Interim Chief Executive Officer and President of the Company and as Interim President of the Bank, effective April 1, 2024.

Departed

Michael G. Rhodes

Chief Executive Officer and President

Discover Financial Services

Effective: 2024-04-01
Successor: J. Michael Shepherd
Filed: March 27, 2024, 7:59 PM ET

On March 26, 2024, the Board of Directors (the “ Board ”) of Discover Financial Services (the “ Company ”) accepted the resignation of Michael G. Rhodes from his positions as Chief Executive Officer and President of the Company, a member of the Board and a director and officer of Discover Bank (the “ Bank ”), each effective April 1, 2024 (the “ Effective Date ”).

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 1.0

J. Michael Shepherd was appointed as Interim Chief Executive Officer and President at Discover Financial Services.

Action: appointed
Role: Interim Chief Executive Officer and President

Exact text from the filing

On March 26, 2024, the Board appointed J. Michael Shepherd as Interim Chief Executive Officer and President of the Company and as Interim President of the Bank, effective April 1, 2024.

View on SEC.gov

Executive change SEC 8-K Item 5.02 confidence 1.0

Michael G. Rhodes resigned as Chief Executive Officer and President at Discover Financial Services.

Action: resigned
Role: Chief Executive Officer and President

Exact text from the filing

On March 26, 2024, the Board of Directors (the “ Board ”) of Discover Financial Services (the “ Company ”) accepted the resignation of Michael G. Rhodes from his positions as Chief Executive Officer and President of the Company, a member of the Board and a director and officer of Discover Bank (the “ Bank ”), each effective April 1, 2024 (the “ Effective Date ”).

View on SEC.gov

Source: SEC EDGAR

accession 0001193125-24-078783

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