UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On March 21, 2023, the Company and Mr. Fartaj entered into a separation agreement and general release (the “Separation Agreement”) providing that in exchange for Mr. Fartaj’s release of claims and other terms the Company will provide Mr. Fartaj: (1) cash severance of $1,525,000, (2) the right to exercise all outstanding vested stock options for the remainder of their original terms, (3) continued vesting of certain unvested stock options and restricted stock units granted in 2021 and 2022 and (4) continued eligibility to vest in certain performance stock units (PSUs) granted in 2021 and 2022 based on Company performance during the performance period but not to exceed 100%. All other Company equity awards and incentive payments are forfeited under the Separation Agreement.
The payments and benefits to Mr. Fartaj under the Separation Agreement are subject to Mr. Fartaj not revoking the Separation Agreement during the seven day revocation period following the date he signed the Separation Agreement as well as complying with other obligations under the Separation Agreement, including a non-disparagement clause.
The description of the Separation Agreement in this Item 5.02 is qualified in its entirety by reference to the full text of the Separation Agreement, a copy of which is attached hereto as Exhibit 10.1 and incorporated by reference herein
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description |
| 10.1 | Separation Agreement and General Release date as of March 21, 2023. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PENNYMAC FINANCIAL SERVICES, INC. | |
| Dated: March 24, 2023 | /s/ Daniel S. Perotti |
| Daniel S. Perotti | |
| Senior Managing Director and Chief Financial Officer |