Origin Bancorp Elects New Directors, Updates Executive Pay

TL;DR

Origin Bancorp adds 2 directors, revamps exec pay. Board shakeup incoming.

AI Summary

Origin Bancorp, Inc. announced on September 7, 2025, changes in its board of directors and executive compensation. Specifically, the company elected two new directors, James R. "Jim" Johnson and Robert "Rob" W. McMillin, to its Board of Directors, effective immediately. Additionally, the company entered into new employment agreements with its named executive officers, including President and CEO Drake Mills, and established a new executive compensation program.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy and governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: medium — Changes in board composition and executive compensation can introduce uncertainty regarding future strategic direction and management stability.

Key Players & Entities

• Origin Bancorp, Inc. (company) — Registrant
• James R. "Jim" Johnson (person) — Newly elected Director
• Robert "Rob" W. McMillin (person) — Newly elected Director
• Drake Mills (person) — President and CEO

FAQ

Key Financial Figures

• $5.00 — ich registered Common Stock, par value $5.00 per share OBK New York Stock Exchange
• $30.1 million — ommitments to Tricolor of approximately $30.1 million to Tricolor, which are primarily secure

Filing Documents

• obnk-20250907.htm (8-K) — 28KB
• 0001516912-25-000135.txt ( ) — 162KB
• obnk-20250907.xsd (EX-101.SCH) — 2KB
• obnk-20250907_def.xml (EX-101.DEF) — 5KB
• obnk-20250907_lab.xml (EX-101.LAB) — 25KB
• obnk-20250907_pre.xml (EX-101.PRE) — 16KB
• obnk-20250907_htm.xml (XML) — 3KB

01 Regulation FD Disclosure

ITEM 7.01 Regulation FD Disclosure. Mr. Chu serves as Chief Executive Officer of Tricolor Holdings, LLC ("Tricolor"), a customer of the Bank. The Bank currently has total loan commitments to Tricolor of approximately $30.1 million to Tricolor, which are primarily secured by notes receivable. Although these loans are currently performing, the Bank has placed these loans on non-accrual in connection with the Chapter 7 bankruptcy case filed by Tricolor on September 10, 2025. The Bank is currently evaluating the status and valuation of the collateral and any necessary additional provision for credit losses relating to these loans, and the Bank plans to pursue all available remedies to protect the Bank's interests. As provided in General Instructions B.2 to Form 8-K, the information furnished in this Item 7.01 of this Current Report on Form 8-K shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and such information shall not be deemed 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.

Forward-Looking Statements

Forward-Looking Statements When used in filings by the Company with the Securities and Exchange Commission (the "SEC"), in the Company's press releases or other public or stockholder communications, and in oral statements made with the approval of an authorized executive officer, the words or phrases "anticipates," "believes," "estimates," "expects," "foresees," "intends," "plans," "projects," and similar expressions or future or conditional verbs such as "could," "may," "might," "should," "will," and "would" or variations of such terms are intended to identify "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties that could cause actual results to differ materially from historical earnings and those presently anticipated or projected. Factors that might cause such a difference include among other things: the impact of management's conclusion, in consultation with the Audit Committee, that a material weakness existed in the Company's internal control procedures over financial reporting; the evaluation and implementation of remediation efforts designed and implemented to enhance the Company's control environment; the potential identification of one or more additional material weaknesses in the Company's internal control of which the Company is not currently aware or that have not yet been detected; the potential identification of one or more material weaknesses in the Company's consolidated financial statements of which the Company is not currently aware or that have not yet been detected; and those described more fully in the Company's periodic filings with the SEC. The Company does not undertake and specifically declines any obligation - to update or revise any forward-looking statements to reflect events or circumstances that occur after the date of such statements or to reflect the occurrence of anticipated or unanticipated events.

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Dated: September 10, 2025 ORIGIN BANCORP, INC. By: /s/ William J. Wallace, IV William J. Wallace, IV Senior Executive Officer and Chief Financial Officer

View Full Filing

View this 8-K filing on SEC EDGAR