Peoples Financial Services Corp. Announces Leadership Changes

TL;DR

New CEO and COO appointed at Peoples Financial Services Corp., director departs.

AI Summary

Peoples Financial Services Corp. announced on July 26, 2024, the departure of director John P. McGlynn and the election of new director Robert J. Powell. The company also appointed new officers: Michael J. Joyce as Chief Executive Officer and President, and Robert J. Powell as Chief Operating Officer. These changes are effective immediately.

Why It Matters

This filing indicates a significant shift in the leadership of Peoples Financial Services Corp., with new appointments to key executive and board positions.

Risk Assessment

Risk Level: medium — Leadership changes can introduce uncertainty and impact strategic direction, warranting a medium risk assessment.

Key Players & Entities

• Peoples Financial Services Corp. (company) — Registrant
• John P. McGlynn (person) — Departing Director
• Robert J. Powell (person) — Newly Elected Director and Appointed COO
• Michael J. Joyce (person) — Newly Appointed CEO and President
• July 26, 2024 (date) — Effective date of changes

FAQ

Key Financial Figures

• $2.00 — nge on which registered Common Stock, $2.00 par value PFIS The Nasdaq Stock Mar
• $450,000 — onsibilities, but in no event less than $450,000, and he will be entitled to participate

Filing Documents

• tm2420105d1_8k.htm (8-K) — 31KB
• tm2420105d1_ex10-1.htm (EX-10.1) — 149KB
• 0001104659-24-083527.txt ( ) — 386KB
• pfis-20240726.xsd (EX-101.SCH) — 3KB
• pfis-20240726_lab.xml (EX-101.LAB) — 33KB
• pfis-20240726_pre.xml (EX-101.PRE) — 22KB
• tm2420105d1_8k_htm.xml (XML) — 3KB

02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers;

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers On July 26, 2024, Peoples Financial Services Corp., a Pennsylvania corporation (" Peoples"), and its banking subsidiary, Peoples Security Bank and Trust Company ("Peoples Bank"), entered into an Employment Agreement with Gerard A. Champi, President of Peoples and Peoples Bank (the "Champi Employment Agreement"). The Champi Employment Agreement contemplates that Peoples and Peoples Bank will promote Mr. Champi to the position of Chief Executive Officer on or prior to July 1, 2025. The Champi Employment Agreement has a three-year term that automatically renews each year (collectively, the "employment term") unless otherwise terminated by either party. Mr. Champi's annual base salary under the Champi Employment Agreement will be established by the parties at an amount that is commensurate with Mr. Champi's duties and responsibilities, but in no event less than $450,000, and he will be entitled to participate in any Peoples or Peoples Bank annual bonus or incentive compensation plan, program, arrangement or award (collectively, the "Executive Incentive Plan") as may be available from time to time. Mr. Champi will also be entitled to participate in any equity or equity-based compensation plans sponsored by Peoples or Peoples Bank. Mr. Champi will be entitled under the Champi Employment Agreement to participate in benefit plans sponsored and maintained by Peoples Bank and generally made available to employees and/or executives and will be eligible to participate in a supplement executive retirement plan. He is also entitled to not less than 25 days of paid time off each year, of which five days may be carried over to the following year under the terms and conditions of Peoples Bank's personnel policies as in effect from time to time. Peoples Bank will provide Mr. Champi with repayment of annual dues at a country cl

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits (d) Exhibits The following exhibits are filed with this form 8-K: Exhibit No. Description 10.1* Employment Agreement, dated as of July 26, 2024 by and among Peoples Security Bank and Trust Company, Peoples Financial Services Corp. and Gerard A. Champi 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) *Filed herewith SIGNATURE 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 hereunto duly authorized. PEOPLES FINANCIAL SERVICES CORP. By: /s/ Craig W. Best Craig W. Best Chief Executive Officer (Principal Executive Officer) Dated: July 29, 2024

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View this 8-K filing on SEC EDGAR