UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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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 May 18, 2022, the Board of Directors of Coastal Financial Corporation (the “Company”) the holding company for Coastal Community Bank (the “Bank”), appointed Curt Queyrouze as President of the Company and Bank, effective June 1, 2022. Eric Sprink will continue as Chief Executive Officer of the Company and Bank. A copy of the press release announcing Mr. Queyrouze’s appointment is filed herewith as Exhibit 99.1 and is incorporated herein by reference into this Item 5.02.
Mr. Queyrouze, 60, was most recently President and CEO of TAB Bank, UT, from January 2014 to May 2022. Mr. Queyrouze brings an extensive background in managing a community bank as well as fintech and BaaS partnerships. Mr. Queyrouze also brings to Coastal expertise in credit, risk management, and financial technology.
On May 18, 2022, the Company and Bank entered into an employment agreement (the “Employment Agreement”), an offer letter agreement (the “Offer Letter”) and a performance-based restricted stock unit award agreement (the “PSU Award Agreement”) with Mr. Queyrouze. The Employment Agreement governs the terms of Mr. Queyrouze’s employment and contains standard non-competition and non-solicitation provisions, as well as standard confidentiality, waiver and release and non-disparagement provisions.
Pursuant to the terms of the Employment Agreement, Offer Letter and PSU Award Agreement, Mr. Queyrouze’s initial compensation is as follows. Mr. Queyrouze will be entitled to an initial annual base salary of $400,000 and will receive a one-time signing cash bonus of $146,000. He will also receive a one-time award of 7,000 restricted stock units and 53,000 performance-based restricted stock units. The restricted stock units vest over a three-year period. The performance-based restricted stock units will vest on the sixth anniversary of the grant date, subject to continuous employment with the Company and the achievement of certain performance conditions. Mr. Queyrouze will be eligible to participate in the Company’s annual cash incentive plan in a manner similar to other senior Company executives (targeted at 50% of base salary with a maximum of 100%), with award opportunities based upon the achievement of performance goals. He will also be eligible to receive equity incentive awards under the Company’s 2018 Omnibus Incentive Plan (targeted at 50% of base salary with a maximum of 100%), with award opportunities based upon continued service and the achievement of certain performance conditions.
There is no arrangement or understanding between Mr. Queyrouze and any other person pursuant to which he was selected as President. In addition, there are no familial relationships between Mr. Queyrouze and any director or executive officer of the Company, and Mr. Queyrouze has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
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Item 8.01 |
Other Events |
A copy of the press release announcing the hiring of Curt Queyrouze as President issued by the Company on May 18, 2022, is attached hereto as Exhibit 99.1 to this current report on Form 8-K.
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Item 9.01 |
Financial Statements and Other Exhibits |
(d) Exhibits
NumberDescription
99.1CCB Press Release dated May 18, 2022
104Cover Page Interactive Data File (Embedded within the Inline XBRL document)
SIGNATURES
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.
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COASTAL FINANCIAL CORPORATION |
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Date: May 18, 2022 |
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By: |
/s/ Joel G. Edwards |
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Joel G. Edwards |
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Executive Vice President and Chief Financial Officer |
EXHIBIT 99.1
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For Immediate Release |
Contact: Joel Edwards Chief Financial Officer 425.357.3687 |
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EVERETT, Wash., May 18, 2022 (GLOBE NEWSWIRE) -- Coastal Financial Corporation (Nasdaq: CCB) (the “Company”), the holding company for Coastal Community Bank (the “Bank”), announced the hiring of Curt Queyrouze as President. Eric Sprink will continue as CEO as the Bank expands the Executive team of the almost $3 billion Bank.
“As Coastal becomes a more complex and rapidly growing bank, with both our community bank and our Banking as a Service (BaaS) division, CCBX, we are aware of the importance of adding key skills and leadership at every level to enhance the programs we already have in place,” said Sprink. “Adding Curt to our leadership team will ensure we have continued focus and resources as we build a strong infrastructure to serve our increasingly diverse local and fintech customers better,” he said.
Queyrouze has a background with expertise in credit, risk management, and financial technology. He was most recently President and CEO of TAB Bank, UT, and brings an extensive background in managing a community bank and fintech partnerships through BaaS. During his tenure at TAB Bank, the $1.2 billion bank leveraged investments in a data platform, API stack, and agile development to transform the wholly digital Bank into a market leader.
“I am excited to join the Coastal team at an already successful tech-forward organization that provides innovative banking products and services, through both the community bank and CCBX partners, to a broad spectrum of consumers and small businesses,” Queyrouze said. He is especially proud of bringing the best of community banking to the digital sphere. “Banking has the ability to make a positive impact on our customer’s lives, including the under-served or under-banked populations, and Coastal is uniquely positioned to use a combination of data and analytics while partnering directly with clients to focus on their well-being.” Queyrouze added.
In addition to TAB Bank, Queyrouze’s career includes a variety of leadership roles at banks ranging from top-ten and regionals to community institutions, and as Chief Operating Officer of a fintech company. He holds a degree in Accounting from Louisiana State University and is active in his community and banking industry organizations.
Coastal worked with The Travillian Group, LLC, a national executive recruiting firm serving the financial services industry, to help attract and fill the President role through a national search.
About Coastal Financial Corporation
EXHIBIT 99.1
Coastal Financial Corporation (NASDAQ: CCB), is an Everett, Washington-based Bank holding company with Coastal Community Bank (the “Bank”) a full-service commercial bank, as its sole wholly-owned banking subsidiary. The Bank operates 14 branches in Snohomish, Island, and King Counties, online and through mobile banking. The Bank’s CCBX division provides banking as a service (“BaaS”) that allows our broker-dealer and digital financial service partners to offer their customers banking services. As of March 31, 2022, we had total assets of $2.83 billion, total gross loans of $1.96 billion, total deposits of $2.58 billion, and total shareholders’ equity of $207.9 million.To learn more about Coastal Community Bank visit www.coastalbank.com. Member FDIC.
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Forward Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. Any statements about our management’s expectations, beliefs, plans, predictions, forecasts, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. Words or phrases such as “anticipate,” “believes,” “can,” “could,” “may,” “predicts,” “potential,” “should,” “will,” “estimate,” “plans,” “projects,” “continuing,” “ongoing,” “expects,” “intends” and similar words or phrases are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. The inclusion of or reference to forward-looking information in this press release should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. We have based these forward-looking statements on our current expectations and projections about future events and financial trends that we believe may affect our financial condition, results of operations, business strategy, and financial needs. Our actual results could differ materially from those anticipated in such forward-looking statements as a result of risks, uncertainties and assumptions that are difficult to predict, including the difficult market conditions and unfavorable economic conditions and uncertainties associated with the COVID-19 pandemic, including the emergence of variant strains of the virus, particularly in the markets in which we operate and in which our loans are concentrated, including declines in housing markets, an increase in unemployment levels and slowdowns in economic growth; our expected future financial results; the overall health of the local and national real estate market; the credit risk associated with our loan portfolio, such as possible additional loan losses and impairment of collectability of loans as a result of the COVID-19 pandemic and policies and programs implemented by the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), including its automatic loan forbearance provisions and the effects on our loan portfolio from our Paycheck Protection Program (“PPP”) lending activities, specifically with our commercial real estate loans. For further information with respect to factors that could cause actual results to differ materially from those in the forward-looking statements include, without limitation, the risks and uncertainties discussed under “Risk Factors” in our Annual Report on Form 10-K for the most recent period filed, our Quarterly Report on Form 10-Q for the most recent quarter, and in any of our subsequent filings with the Securities and Exchange Commission.
If one or more events related to these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate. Furthermore, many of these risks and uncertainties are currently amplified by and may continue to be
EXHIBIT 99.1
amplified by or may, in the future, be amplified by, the COVID-19 pandemic, including the emergence of variant strains of the virus, the pace at which the COVID-19 vaccine can be distributed and administered to residents of the markets the Company serves and the United States generally, and the impact of varying governmental responses that affect our customers and the economies where they operate. You are cautioned not to place undue reliance on forward-looking statements. Further, any forward-looking statement speaks only as of the date on which it is made and we undertake no obligation to update or revise any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events, except as required by law.