Business Context and Reporting Period
Company: Regions Financial Corporation
Filing Type: Form 8-K (Current Report)
Date of Report: October 19, 2021
Principal Executive Office: Birmingham, Alabama
Context: This filing reports a corporate governance action regarding the amendment of the company's Post 2006 Supplemental Executive Retirement Plan (SERP).
Key Financial Metrics
This filing does not contain financial performance data. There are no reported values for revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes
The filing details a material change to the company's executive compensation structure effective immediately as of October 19, 2021:
- SERP Amendment: The Compensation and Human Resources Committee amended the Post 2006 Supplemental Executive Retirement Plan.
- Benefit Conversion: Fully vested and retirement-eligible participants may now freeze their accrued benefits, convert them to a lump sum, and credit the amount to the Non-Qualified Excess 401(k) Plan.
- Accrual Cessation: Participants electing this conversion will cease accruing additional benefits under the SERP.
- Interest Rate Modification: Effective January 1, 2022, the interest rate used to convert accrued benefits to a lump sum will be averaged over three years instead of using a spot rate from a single year.
Guidance, Outlook, and Risks
Management Commentary: The filing provides a summary of the SERP amendment but refers investors to Exhibit 10.1 for the full text of the amendment.
Risks and Contingencies: No specific financial risks, contingencies, or forward-looking guidance regarding business operations are disclosed in this report.
Unusual Items: The amendment to the retirement plan is the sole unusual item reported.
Investor Verification Checklist
- Review Exhibit 10.1 (Amendment Number Two to the SERP) for the complete legal terms of the plan change.
- Verify the impact of the new three-year interest rate averaging method on future lump-sum valuations for eligible executives.
- Confirm the eligibility criteria for participants wishing to freeze and convert their accrued benefits.