HMN Financial : Management Change/Compensation - Form 8-K
May 17, 2024 at 11:05 am
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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.
On May 14, 2024, HMN Financial, Inc., a Delaware corporation (the "Company") and Home Federal Savings Bank, the Company's wholly-owned subsidiary (the "Bank"), entered into an agreement with each of Jon Eberle and Lawrence McGraw to amend the Executive Severance Agreement dated June 6, 2023 among the Company, the Bank and such executive (each such agreement, the "Amendment" and collectively, the "Amendments"). Mr. Eberle is the Senior Vice President, Chief Financial Officer and Treasurer of the Company and Executive Vice President, Chief Financial Officer and Treasurer of the Bank. Mr. McGraw is the Executive Vice President and Chief Operating Officer of the Bank.
Prior to the Amendment, the Executive Severance Agreement provided for the certain payments and benefits to an executive for a qualifying termination of employment if a Change in Control (as defined in the Company's 2017 Equity Incentive Plan) occurred during the term of the Executive Severance Agreement and the date of termination of the executive's employment occurred on the date of the Change in Control or during a two-year transition period following the Change in Control. The Amendments eliminate the requirement that a termination of employment must occur during the two-year transition period following the Change in Control in order for the executive to receive the Executive Severance Agreement payments and benefits. Under the Amendments, if a Change in Control occurs during the term and prior to, or on the same day as, the date of termination of the executive's employment, then the Company or the Bank will provide to the executives the payments and benefits specified in the Executive Severance Agreements, which were not changed in amount by the Amendments.
The Amendments were recommended by the Compensation Committee of the Board of Directors of the Company and were approved by the Board of Directors of the Company.
The foregoing summary of each Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment. The Amendment with Mr. Eberle is attached hereto as Exhibit 10.1 and incorporated herein by reference. The Amendment with Mr. McGraw is attached hereto as Exhibit 10.2 and incorporated herein by reference.
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17 May 2024 and is solely responsible for the information contained therein. Distributed by
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HMN Financial, Inc. is a stock savings bank holding company. The Company is a holding company for Home Federal Savings Bank (the Bank). The Bank operates community banking and loan production offices in Minnesota, Iowa and Wisconsin. The Bank has two wholly owned subsidiaries, Osterud Insurance Agency, Inc. (OIA), which does business as Home Federal Investment Services and offers financial planning products and services, and HFSB Property Holdings, LLC (HPH) which is inactive. Its lending activities include general, single family residential real estate lending, commercial real estate and multi-family lending, construction lending, consumer lending and commercial business lending. It originates 15- and 30-year fixed rate mortgage loans secured by single family residences and sells the majority of these loans into the secondary market. It makes construction loans to individuals for the construction of their residences and to builders for the construction of single family residences.