(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: | |||||
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b)) | |||||
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4 (c)) |
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Exhibit Number | Description of Exhibit | |||||||
Executive Severance Pay Policy | ||||||||
Termination Agreement, dated as of November 1, 2021, by and among Meta Financial Group, Inc., MetaBank, National Association and Glen W. Herrick. | ||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
META FINANCIAL GROUP, INC. | ||||||||
Date: November 2, 2021 | By: | /s/ Glen W. Herrick | ||||||
Glen W. Herrick | ||||||||
Executive Vice President and Chief Financial Officer | ||||||||
Executive Severance Pay Policy | ||||||||||||||
Purpose | Provide severance benefits to Eligible Employees whose employment with the Meta Financial Group, Inc. and/or MetaBank, N.A (“Meta”) terminates upon a Qualifying Event. | |||||||||||||
Eligible Employees | • Chief Executive Officer (“CEO”), President and Executive Vice Presidents of Meta who sit on the Executive Committee • Other select employees identified by the CEO and approved by the Compensation Committee | |||||||||||||
Qualifying Event | • Termination of employment without Cause not Related to a Change in Control • Termination of employment without Cause Related to Change in Control | |||||||||||||
Severance Benefits | ||||||||||||||
Provision | Termination without Cause Not Related to Change-in-Control | Termination without Cause Related to Change-in-Control | ||||||||||||
Cash Severance Multiple | •CEO = 2.0x salary and 2.0x target cash bonus •Other Eligible Employees = 1.0x salary and 1.0x target cash bonus | <= same as | ||||||||||||
Health Benefit Continuation (Cash Payment Based on COBRA Premiums) | •CEO = 2 years •Other Eligible Employees = 1 year | <= same as | ||||||||||||
Treatment of Unvested Equity for Termination without Cause | •Forfeiture if termination if within 6 months of the fiscal year in the year of grant; otherwise, continued vesting | •Full vesting (accelerated) | ||||||||||||
The term “Severance Benefits” is defined to include the above. Note: The Omnibus Plan, Performance-Based Restricted Stock Agreements and Performance Share Unit Agreements specify equity treatment upon death, disability, or retirement. In the case of retirement, unvested equity for retirement is forfeited if termination is within 6 months of the start of the fiscal year of the year of grant; otherwise, continued vesting. This Policy does not override any more favorable vesting conditions in the applicable award agreements. | ||||||||||||||
Outplacement Services | Payment of up to $10,000 for employee outplacement services upon submission of receipt after revocation period. |
Restrictions and Release | To receive any Severance Benefits, Eligible Employees must 1.Sign and not revoke a general release of claims against Meta (“Release”) 2.Agree to non-disparagement covenants in the Release 3.Agree to a 12-month non-solicitation covenants that covers customers, employees and third-party relationships in the Release The Release may be amended from time to time by Meta and the Compensation Committee. | |||||||||||||
Payment | •For terminations not Related to a Change-in-Control, cash amounts payable (including for Health Benefit Continuation) will be in substantially equal consecutive installments of: over 24 months for the CEO and 12 months for other Eligible Employees, with each such installment paid on Meta’s normal payroll dates, less standard withholding and deductions elected by Eligible Employee or required by applicable law. The first payment will not be made until the Release becomes effective (and no later than 75 days after the termination date), with a catch up for any payments that would have been made on payroll dates before the Release becomes effective). •For terminations Related to a Change-in-Control, the applicable amounts will be paid in lump sum as soon as practicable after the revocation period (and no later than 75 days after the termination date). | |||||||||||||
Tax | Eligible Employees will be fully responsible for the payment of any and all taxes which may result from Severance Benefit payments awarded by the Compensation Committee, and payments will be subject to all applicable tax withholding requirements. | |||||||||||||
Administration | This Policy will be administered by the Compensation Committee or a committee designated by it. The administrator shall have the full power and authority in its sole discretion to make all determinations under this Policy regarding eligibility for, and amount of, severance benefits. The interpretations and decisions of the administrator shall be final and conclusive on all parties. | |||||||||||||
Definitions | Capitalized terms will have the meanings defined above or in Exhibit A. | |||||||||||||
Additional Terms | See Exhibit B for additional terms that apply. |
Cover Page Cover Page |
Nov. 02, 2021 |
---|---|
Cover [Abstract] | |
Document Type | 8-K |
Document Period End Date | Nov. 01, 2021 |
Entity Registrant Name | META FINANCIAL GROUP, INC |
Entity Incorporation, State or Country Code | DE |
Entity File Number | 0-22140 |
Entity Tax Identification Number | 42-1406262 |
Entity Address, Address Line One | 5501 South Broadband Lane |
Entity Address, City or Town | Sioux Falls |
Entity Address, State or Province | SD |
Entity Address, Postal Zip Code | 57108 |
City Area Code | 877 |
Local Phone Number | 497-7497 |
Written Communications | false |
Soliciting Material | false |
Pre-commencement Tender Offer | false |
Pre-commencement Issuer Tender Offer | false |
Title of 12(b) Security | Common Stock, $.01 par value |
Trading Symbol | CASH |
Security Exchange Name | NASDAQ |
Entity Emerging Growth Company | false |
Entity Central Index Key | 0000907471 |
Amendment Flag | false |
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