Business Context and Reporting Period
This Form 8-K is a current report filed by Consumer Portfolio Services, Inc. (CPSS) on February 18, 2026. The filing addresses corporate governance changes, specifically the appointment of a new director to the Board of Directors.
Key Financial Metrics
The filing does not report revenue, profit, cash flow, margins, debt, or liquidity metrics. It is a governance-focused report.
However, it discloses historical consulting fees paid to FTI Consulting, Inc. (affiliated with the new director):
- Fiscal Year ended December 31, 2024: Approximately $127,000.
- Fiscal Year ended December 31, 2025: Approximately $173,000.
- Engagement Status: The engagement with FTI ended in September 2025.
Material Changes
The primary material change is the composition of the Board of Directors:
- Resignation: William B. Roberts resigned from the Board.
- Appointment: Scott W. Carnahan was appointed as a director effective immediately to fill the vacancy.
- Term: Mr. Carnahan's term expires at the 2026 annual meeting of shareholders.
- Committee Assignments: Mr. Carnahan has not been named to any standing committees.
Management Commentary and Risks
Management Commentary: The Board highlighted Mr. Carnahan's qualifications, noting over 40 years of experience in accounting, consulting, regulatory compliance, and executive leadership within the financial institutions sector. His background includes senior roles at FTI Consulting, Inc. and KPMG LLP, where he led the structured finance practice and advised on over $2 trillion in transactions.
Compensation: Mr. Carnahan will be compensated in accordance with the Company's non-employee director compensation program.
Risks and Contingencies: The filing does not disclose new risks or contingencies beyond the standard disclosure of the related party transaction history with FTI Consulting.
Investor Verification Checklist
- Verify the effective date of William B. Roberts' resignation and the immediate start date of Scott W. Carnahan's directorship.
- Confirm the status of the Company's relationship with FTI Consulting following the September 2025 termination of services.
- Review the Company's non-employee director compensation program to understand the specific remuneration structure for Mr. Carnahan.
- Monitor future filings for Mr. Carnahan's assignment to any Board standing committees.