| Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers |
Dean O. Bass – Chief Executive Officer, Chairman of the Board
On February 25, 2021, Spirit of Texas Bancshares, Inc. (the “Company”) entered into an amended and restated employment agreement with Mr. Dean O. Bass in connection with his position as Chief Executive Officer and Chairman of the Board of the Company and its wholly-owned subsidiary, Spirit of Texas Bank, SSB (the “Bank”), effective February 2, 2021 (“Bass Employment Agreement”). The Bass Employment Agreement is for an initial term of two (2) years, followed by two (2) year automatic renewals at the end of each term following the initial term unless notice of termination is provided by either the Company or Mr. Bass not less than ninety (90) days prior to the end of such term.
In consideration for his services rendered to the Company and the Bank, Mr. Bass will be awarded a base salary of $600,000, subject to annual increases. Mr. Bass is also eligible to participate in the Company’s annual incentive program and long term incentive program and to receive retirement benefits, medical benefits, reimbursement country club dues at a club approved by the Board, and a vehicle or vehicle allowance, in an amount approved by the Board.
The Bass Employment Agreement also includes severance benefits that are subject to Mr. Bass signing a release. If Mr. Bass is terminated for Cause (as such term is defined in Bass Employment Agreement) or he resigns voluntarily, he is entitled to Accrued Rights (as such term is defined in Bass Employment Agreement). If Mr. Bass’ termination is related to death, disability without Cause or for Good Reason (as such terms are defined in Bass Employment Agreement), he is entitled to receive Accrued Rights, 200% of his base salary and other annual incentive payments, and a lump sum amount equal to the costs to obtain benefits to which he is entitled to for eighteen (18) months after the date of his termination. If Mr. Bass is terminated in connection with a Change in Control of the Company (as such term is defined in Bass Employment Agreement), he is also entitled to payment equal to the sum of his Accrued Rights, 300% of his base salary and other annual benefits, and a lump sum equal to the costs to obtain benefits to which he was entitled to for eighteen (18) months after the date of his termination. Mr. Bass is subject to non-competition and non-solicitation restrictions for a term of twelve (12) months following the termination of his employment as described in Bass Employment Agreement.
The foregoing description of the Bass Employment Agreement is a summary only, and accordingly, does not purport to be complete and is qualified in its entirety to the full text of the Bass Employment Agreement, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.
David M. McGuire – President, Director, Chief Lending Officer
On February 25, 2021, the Company entered into an amended and restated employment agreement with Mr. David M. McGuire in connection with his position as President and member of the Board of Directors of the Company and President, Chief Lending Officer and member of the Board of Directors of the Bank, effective February 2, 2021 (“McGuire Employment Agreement”). The McGuire Employment Agreement is for an initial term of two (2) years, followed by two (2) year automatic renewals at the end of each term following the initial term unless notice of termination is provided by either the Company or Mr. McGuire not less than ninety (90) days prior to the end of such term.
In consideration for his services rendered to the Company and the Bank, Mr. McGuire will be awarded a base salary of $580,000, subject to annual increases. Mr. McGuire is also eligible to participate in the Company’s annual incentive program and long term incentive program and to receive retirement benefits, medical benefits, reimbursement country club dues at a club approved by the Board, and a vehicle or vehicle allowance, in an amount approved by the Board.
The McGuire Employment Agreement also includes severance benefits that are subject to Mr. McGuire signing a release. If Mr. McGuire is terminated for Cause (as such term is defined in McGuire Employment Agreement) or he resigns voluntarily, he is entitled to Accrued Rights (as such term is defined in McGuire
