Texas Capital Bancshares Names New CFO

TL;DR

TCBI just hired a new CFO, Michael Collins, starting Aug 5th with a $500k salary + stock.

AI Summary

Texas Capital Bancshares, Inc. announced on July 29, 2024, the appointment of Michael R. Collins as Chief Financial Officer, effective August 5, 2024. Collins will receive an annual base salary of $500,000 and will be eligible for the company's annual incentive plan. He will also be granted restricted stock units valued at $1,500,000, vesting over three years.

Why It Matters

The appointment of a new CFO is a significant leadership change that can impact the company's financial strategy and investor confidence.

Risk Assessment

Risk Level: medium — Changes in key executive positions like CFO can introduce uncertainty regarding future financial strategies and performance.

Key Numbers

• $500.0K — CFO Base Salary (Annual compensation for Michael R. Collins.)
• $1.5M — CFO Stock Grant (Value of restricted stock units awarded to Michael R. Collins.)

Key Players & Entities

• Texas Capital Bancshares, Inc. (company) — Registrant
• Michael R. Collins (person) — Appointed Chief Financial Officer
• $500,000 (dollar_amount) — Annual base salary for new CFO
• $1,500,000 (dollar_amount) — Value of restricted stock units granted to new CFO
• August 5, 2024 (date) — Effective date for new CFO

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share TCBI Nasdaq Stock Market 5.
• $1,100,000 — n will include an annual base salary of $1,100,000, an annual target cash incentive opport
• $4,045,489 — stock units with a grant date value of $4,045,489, the terms of which are described below
• $150,000 — d below. Mr. Holmes will also receive a $150,000 annual allowance for personal use of th
• $25,000 — at the Company's corporate rate, and a $25,000 annual perquisite allowance. The CEO E
• $1,000,000 — ,045,489 61,491 J. Matthew Scurlock $1,000,000 15,200 John W. Cummings $350,000 5
• $350,000 — $1,000,000 15,200 John W. Cummings $350,000 5,320 Anna M. Alvarado $375,000 5,
• $375,000 — gs $350,000 5,320 Anna M. Alvarado $375,000 5,700 SIGNATURE Pursuant to the re

Filing Documents

• tcbi-20240729.htm (8-K) — 37KB
• 0001077428-24-000158.txt ( ) — 203KB
• tcbi-20240729.xsd (EX-101.SCH) — 2KB
• tcbi-20240729_def.xml (EX-101.DEF) — 16KB
• tcbi-20240729_lab.xml (EX-101.LAB) — 28KB
• tcbi-20240729_pre.xml (EX-101.PRE) — 16KB
• tcbi-20240729_htm.xml (XML) — 4KB

From the Filing

tcbi-20240729 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 29, 2024 TEXAS CAPITAL BANCSHARES, INC. (Exact name of registrant as specified in its charter) Delaware 001-34657 75-2679109 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 2000 McKinney Avenue , Suite 700 , Dallas , Texas , U.S.A. (Address of principal executive offices) 75201 (Zip Code) Registrant's telephone number, including area code: (214) 932-6600 N/A (Former name or former address, if changed since last report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 per share TCBI Nasdaq Stock Market 5.75% Non-Cumulative Perpetual Preferred Stock Series B, par value $0.01 per share TCBIO Nasdaq Stock Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. CEO Employment Agreement On July 29, 2024, Texas Capital Bancshares, Inc. (the "Company") entered into an amended and restated executive employment agreement with Robert C. Holmes, President and Chief Executive Officer of the Company (the "CEO Employment Agreement"). The firm's Board of Directors, in a vote of confidence in Rob C. Holmes' leadership ability to continue to effectively lead the firm through the next important phase of its historic multi-year transformation, unanimously agreed to amend his employment agreement. Mr. Holmes' strategic vision and decisive actions have not only steered the firm to excel through the recent macroenvironment, but also positioned the firm for future value creation and sustainable growth. This decision was made to accurately reflect the value that the firm's leadership has delivered, and continues to deliver, on the long-term value to shareholders, clients and employees. The CEO Employment Agreement has a four-year initial term and thereafter automatically renews for successive one-year terms, unless notice of non-renewal is given by either party in accordance with the agreement. The CEO Employment Agreement provides that Mr. Holmes's compensation will include an annual base salary of $1,100,000, an annual target cash incentive opportunity of not less than 200% for the remainder of the 2024 calendar year and not less than 180% beginning in 2025, and, beginning in 2025, an annual target long-term incentive award opportunity equal to 400% of base salary (in the form of 50% time-based restricted stock units and 50% performance-based stock units). Annual long-term incentive awards will be subject to continued vesting in the event that Mr. Holmes retires, and accelerated vesting in the event of termination without "cause" or resignation for "good reason", as such terms are defined in the CEO Employment Agreement, or termination due to death or disability. In addition, the CEO Employment Agreement provides that Mr. Holmes will be granted a one-time award in the form of restricted stock units with a grant date value of $4,045,489, the terms of which are described below. Mr. Holmes will also receive a $150,000 annual allowance for personal use of the Company's jet card and fractional jet interests at the Company's corporate rate, and a $25,000 annual perquisite allowance. The CEO Employment Agreement also includes terms relating to benefits upon termination of employment, which are generally consistent with Mr. Holmes's original employment agreement. In the event Mr. Holmes's employment is terminated during the term of the CEO Employment Agreement by the Company without cause (including if the Company elects no

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