Business Context and Reporting Period
Company: Customers Bancorp, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: May 28, 2025
Event: Departure of certain officers and appointment of new Chief Financial Officer (CFO).
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. The document focuses exclusively on executive compensation and personnel changes.
Material Changes
- Executive Transition: Philip Watkins, currently Executive Vice President and CFO, will transition to Executive Vice President, Head of Corporate Development and Investor Relations, effective on or around August 15, 2025.
- New CFO Appointment: Mark McCollom has been appointed Executive Vice President and CFO of Customers Bank (subsidiary) effective June 2, 2025. He will assume the role of Executive Vice President and CFO of Customers Bancorp, Inc. from Mr. Watkins on or around August 15, 2025.
- Compensation Structure: Mr. McCollom's employment agreement includes a base salary of $500,000, a 2025 Short-Term Incentive (STI) target of 70% of base salary, and a 2025 Long-Term Incentive (LTI) target of 100% of base salary (awarded in Restricted Stock Units).
Guidance, Outlook, and Risks
Management Commentary: The transition is intended to allow Mr. Watkins to focus on strategic initiatives supporting long-term growth, while Mr. McCollom brings over 35 years of experience in finance, strategy, and operations, including prior roles as CFO at Fulton Financial Corporation and Sovereign Bancorp, Inc.
Severance and Change in Control Provisions:
- Standard Termination: If terminated without Cause or for Good Reason (outside a Change in Control), Mr. McCollom receives remaining base salary for the term, continued vesting of equity, and pro-rated bonuses.
- Change in Control: If terminated without Cause or for Good Reason within 24 months of a Change in Control, severance includes 200% of base salary and 200% of average annual performance bonuses (reduced to 100% if termination occurs in the second year post-Change in Control), plus full acceleration of unvested equity.
- Excise Tax: Payments are subject to reduction if they trigger excise taxes under Section 4999 of the Internal Revenue Code.
Risks/Contingencies: The agreement includes restrictive covenants prohibiting solicitation of customers, clients, and employees for 12 months post-employment. The Company will file an amendment to this 8-K within four business days of executing the Employment Agreement.
Investor Verification Checklist
- Verify the exact effective date of Mr. McCollom's assumption of the Company CFO role (stated as "on or around August 15, 2025").
- Review the forthcoming amendment to this 8-K for the final executed Employment Agreement terms.
- Confirm the specific performance criteria for the STI and LTI awards as approved by the Leadership Development and Compensation Committee.
- Monitor the transition period to ensure continuity in financial reporting and investor relations.