Business Context and Reporting Period
This Form 8-K Current Report was filed by MVB Financial Corp. on November 18, 2013. The filing discloses a significant change in executive leadership regarding the appointment of a new Chief Financial Officer and the departure of the incumbent.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity metrics. This report focuses exclusively on personnel changes and compensation arrangements.
Material Changes
- Appointment: Bret S. Price was named Senior Vice President and Chief Financial Officer (CFO) of MVB Financial Corp., effective November 18, 2013.
- Departure: Eric Tichenor departed his role as CFO of MVB Financial Corp. effective November 18, 2013.
- Role Transition: Eric Tichenor remains with the subsidiary, MVB Bank, Inc., as Senior Vice President of Bank Internal Operations, CFO, and Treasurer.
Management Commentary and Compensation
Bret S. Price brings approximately 20 years of financial experience, including roles at Founders Investment Banking, BBVA Compass Bank, Associated Banc-Corp, and Regions Financial Corporation. He holds an MBA from West Virginia University and is a Chartered Financial Analyst (CFA).
Compensation Details for Bret S. Price:
- Base Salary: $235,000 per year, subject to future adjustment.
- Benefits: Eligible for fringe benefits including vacation, sick leave, group medical/life insurance, and expense reimbursement.
- Incentives: Eligible for the annual executive performance incentive plan.
- Equity Grant: Granted 2,500 stock options at an exercise price of $32.00 per share under the 2013 Incentive Stock Plan. Vesting occurs in equal annual amounts over five years, beginning November 18, 2014.
- Termination Provisions: The agreement covers termination for cause, without cause, death, permanent disability, and constructive termination due to a change in control.
Investor Verification Checklist
- Verify the transition plan for internal operations between the departing CFO and the new appointee.
- Confirm the vesting schedule and exercise price of the 2,500 stock options granted to Bret S. Price.
- Review the specific terms regarding "change in control" and constructive termination in the new employment agreement.
- Assess the impact of the leadership change on the company's strategic financial direction.