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SMBC Southern Missouri Bancorp

Filed: 25 Jun 21, 5:03pm

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)​ ​April 20, 2021​ ​​ ​​ ​

SOUTHERN MISSOURI BANCORP, INC.

(Exact name of registrant as specified in its charter)

Missouri

 

000-23406

 

43-1665523

(State or other

 

(Commission File No.)

 

(IRS Employer

jurisdiction of incorporation)

 

 

 

Identification Number)

2991 Oak Grove Road, Poplar Bluff, Missouri

 

63901

(Address of principal executive offices)

 

(Zip Code)

Registrant's telephone number, including area code:   (573) 778-1800                   

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

SMBC

The NASDAQ Stock Market LLC

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.

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Item 5.02.

 

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e)Compensatory Arrangements of Certain Officers

On April 20, 2021, Southern Bank (the “Bank”), the wholly owned banking subsidiary of Southern Missouri Bancorp, Inc. (the “Company”) entered into a severance agreement (the “Severance Agreement”) with its Chief Credit Officer, Mark Hecker, a named executive officer of the Company. The Severance Agreement supersedes and replaces Mr. Hecker's previous severance agreement with the Bank, dated November 7, 2019.

The Severance Agreement has a term that initially expires on December 31, 2021. On each December 31st thereafter, the term of the Severance Agreement is extended for a period of one additional year unless either the Bank or Mr. Hecker has given notice to the other party in writing at least 60 days prior to such annual renewal date that the term of the Severance Agreement will not be extended. Provided, however, if a change in control occurs during the term of the Severance Agreement, then the remaining term of the agreement shall be automatically extended until the one-year anniversary of the completion of the change in control.

Under the Severance Agreement, if Mr. Hecker’s employment is terminated in connection with or within one year following a change in control (1) by the Bank other than for cause, disability, retirement or as a result of Mr. Hecker’s death or (2) by Mr. Hecker for Good Reason as defined in the Severance Agreement, Mr. Hecker will be entitled to receive in a lump sum within five business days following the date of termination, a cash severance amount equal to one and one half times his base amount as defined in Section 280G of the Internal Revenue Code. In addition, Mr. Hecker will receive for an eighteen month period or (2) until the date of Mr. Hecker’s full time employment with another employer at no cost to Mr. Hecker, the continued participation by Mr. Hecker (including Mr. Hecker’s dependents who are covered by the Bank at the time of termination) in all group insurance, life insurance, health, dental, vision and accident insurance and disability insurance plans offered by the Bank in which Mr. Hecker and his covered dependents were participating immediately prior to the date of termination of employment.

In the event that the continued participation of Mr. Hecker and his covered dependents in any group insurance plan is barred or would trigger the payment of an excise tax under Section 4980D of the Internal Revenue Code then the Bank will either (1) arrange to provide Mr. Hecker and his or her covered dependents with alternative benefits substantially similar to those which he currently receives provided the alternative benefits do not trigger the payment of an excise tax or (2) pay to Mr. Hecker within 10 business days following the termination, a lump sum cash amount equal to the projected cost of the benefits to the Bank until the eighteen month anniversary date of the date of termination of employment.

If the payment and benefits Mr. Hecker has the right to receive from the Bank would constitute a “parachute payment” under Section 280G of the Internal Revenue Code, then the

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payment and benefits will be reduced by the minimum amount necessary to result in no portion of the payment and benefits payable by the Bank under the Severance Agreement being non-deductible to the Bank pursuant to Section 280G of the Internal Revenue Code.

The Severance Agreement also provides that during the term of the agreement and for a period of eighteen months following termination, Mr. Hecker will not (1) solicit or induce or cause others to solicit or induce, any employee of the Bank or any of its affiliates or subsidiaries to leave the employment of the Bank or (2) solicit any customer of the Bank to transact business with any competitor of the Bank.

The foregoing description of the Severance Agreement is qualified in its entirety by reference to the full text of the Severance Agreement, a copy of which is attached hereto as Exhibit 10.1.

Item 8.01.  Other Events.

On April 20, 2021, the Bank entered into severance agreements with Brett Dorton, its Chief Strategies Officer and Martin Weishaar, its Chief Legal Officer. A copy of Mr. Dorton’s Severance Agreement is provided as Exhibit 10.2. A copy of Mr. Weishaar’s Severance Agreement is provided as Exhibit 10.3.

Item 9.01 Financial Statements and Exhibits.

(d)

Exhibits.

The following exhibits are filed herewith:

Exhibit No.

Description

 

10.1

Severance Agreement, dated April 20, 2021, by and between Southern Bank and Mark Hecker.

10.2

Severance Agreement, dated April 20, 2021, by and between Southern Bank and Brett Dorton.

10.3

Severance Agreement, dated April 20, 2021, by and between Southern Bank and Martin Weishaar.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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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 hereunto duly authorized.

 

 

SOUTHERN MISSOURI BANCORP, INC.

 

 

 

 

Date:  June 25, 2021

 

By:

/s/ Greg A. Steffens

 

 

 

Greg A. Steffens

 

 

 

President and Chief Executive Officer

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