Business Context and Reporting Period
This Form 8-K Current Report is filed by Resources Connection, Inc. (RGP) on September 1, 2026. The report discloses significant changes in executive leadership, specifically the resignation of the Chief Financial Officer and the appointment of an interim successor.
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 corporate governance and executive compensation arrangements.
Material Changes
- Resignation of CFO: Jennifer Y. Ryu submitted her resignation as Executive Vice President and Chief Financial Officer, effective October 2, 2026.
- Appointment of Interim CFO: Jessica Block, currently the Company's Chief AI Officer, will assume the role of Interim Chief Financial Officer effective October 3, 2026.
- Leadership Background: Ms. Block joined the Company in March 2026. Prior experience includes serving as interim CFO at Factor Law, Inc. and Senior Managing Director at Ankura Consulting Group.
Management Commentary, Risks, and Compensation
The filing details the terms of Ms. Block's existing Employment Agreement (dated February 2, 2026) which governs her new interim role. No additional payments are provided specifically for the interim CFO service.
- Compensation Structure:
- Annual Base Salary: $450,000.
- Target Annual Bonus (Fiscal 2027): $350,000 (performance-based).
- Equity: Eligible for annual equity awards at the discretion of the Compensation Committee.
- Termination Provisions:
- Death/Disability: Unpaid incentive, 1x base salary, and accelerated equity vesting.
- Without Cause/Good Reason: Unpaid incentive, 1x (base salary + target bonus), and accelerated equity vesting.
- Risks and Contingencies: The agreement includes standard non-compete, non-solicit, and confidentiality covenants. It addresses Section 4999 excise taxes by providing a "cut-back" provision to maximize net after-tax benefits, but explicitly excludes a tax gross-up payment.
Investor Verification Checklist
- Verify the transition timeline: Ms. Ryu's departure (Oct 2, 2026) and Ms. Block's start date (Oct 3, 2026).
- Review the full text of the Employment Agreement (Exhibit 10.1) for specific definitions of "Cause" and "Good Reason."
- Confirm the press release details (Exhibit 99.1) for any additional context on the strategic rationale for the leadership change.
- Note that Ms. Block is continuing in her role as Chief AI Officer while serving as Interim CFO.