Peoples Financial Services Corp 8-K, filed Sep 1, 2026
Peoples Financial Services Corp. (PFIS)
About this 8-K
Peoples Financial Services Corp filed this 8-K on September 1, 2026, reporting on events of August 28, 2026.
Items reported
- Item 5.02: Director or officer change, or executive pay
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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 August 28, 2026, Peoples Financial Services Corp. (the “Company”), its subsidiary, Peoples Security Bank and Trust Company (the “Bank”), and their former President, Thomas P. Tulaney, approved an amendment to the Supplemental Executive Retirement Plan Agreement, dated May 31, 2012, by and among the Company, the Bank and Mr. Tulaney (the “SERP”).
The amendment was made in connection with the Bank’s purchase of an annuity contract as a source of funding for Mr. Tulaney’s normal retirement benefit under the SERP. Under the terms of the amendment, if Mr. Tulaney survives the twenty-year normal retirement benefit period, the Bank will provide an additional benefit thereafter by making monthly payments to Mr. Tulaney in an amount equal to that which is payable from the annuity contract for the balance of Mr. Tulaney’s life.
A copy of the amendment is filed with this report as Exhibit 10.1 and is incorporated herein by reference. The foregoing description of the amendment is qualified in its entirety by reference to the full text of the amendment.
| Item 9.01 | Financial Statements and Exhibits |
(d) Exhibits
The following exhibits are filed with this Form 8-K:
| Exhibit No. | Description | |
| 10.1 | Amendment to Supplemental Executive Retirement Plan Agreement for the Benefit of Thomas P. Tulaney, effective August 28, 2026 | |
| 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.
| PEOPLES FINANCIAL SERVICES CORP. | ||
| By: | /s/ James M. Bone, Jr., CPA | |
| James M. Bone, Jr., CPA | ||
| Executive Vice President and Chief Financial Officer | ||
| Principal Financial Officer | ||
Dated: September 1, 2026
Exhibit 10.1
AMENDMENT TO THE
PENN SECURITY BANK AND TRUST COMPANY
SuPPlemental Executive Retirement Plan AGREEMENT
FOR THE BENEFIT OF
Thomas P. Tulaney
WHEREAS, Penn Security Bank and Trust Company (n/k/a Peoples Security Bank and Trust Company) (the “Bank”), Penseco Financial Services Corporation (n/k/a Peoples Financial Services Corp.) (“Parent”) and Thomas P. Tulaney (the “Executive”) previously entered into the Supplemental Executive Retirement Plan Agreement (the “Agreement”), originally effective as of May 31, 2012; and
WHEREAS, the Agreement provides for retirement benefits to be paid to the Executive upon certain enumerated events, payable out of the Bank’s general assets; and
WHEREAS, the Bank, Parent and the Executive have agreed to amend the Agreement to provide additional benefits per this Amendment.
NOW, THEREFORE, effective August 28, 2026 (the “Effective Date”), the Bank, Parent and the Executive hereby amend the Agreement as follows:
The following is hereby added to Article I, Definitions of the Agreement:
| 1. | “Annuity Contract” means the Flexible Premium Indexed Deferred Annuity Contract issued by Nationwide Life and Annuity Insurance Company, contract #073044905, issued for purposes of satisfying the Bank’s obligations to provide benefits under the Agreement, which includes a product feature or endorsement for an income rider, with such feature providing for a withdrawal or payment feature for the life of the annuitant. The Bank may invest in such other annuity contracts as (a) the Bank may purchase from time to time in accordance with the Agreement and (b) are identified by Policy number in writing by the Bank as an “Annuity Contract” under the Agreement. The Bank is the sole owner of the Annuity Contract, or such other investments, and shall have the right to exercise all incidents of ownership, shall be the beneficiary of any death proceeds and shall at all times be entitled to the Annuity Contract’s cash surrender value. Notwithstanding any provision hereof to the contrary, the Bank shall have the right to sell or surrender any Annuity Contract without terminating the Agreement provided the Bank replaces the Annuity Contract with a comparable annuity policy or asset of comparable value with a comparable lifetime withdrawal feature and comparable benefit value. Without limitation, the Annuity Contract at all times shall be the exclusive property of the Bank and shall be subject to the claims of the Bank’s creditors. |
Paragraph 2.1.2 is deleted and replaced with the following:
2.1.2 Distribution of Benefit.
(A) Part A: The Bank shall distribute the annual benefit to the Executive in twelve (12) equal monthly installments commencing on the first day of the month following Normal Retirement Date. The annual benefit shall be distributed to the Executive for twenty (20) years.
(B) Part B: In the event that benefits become payable under paragraph 2.1 of the Agreement and monthly installments have been made for a period of twenty (20) years, the Bank shall provide an additional benefit to the Executive by making monthly installments in an amount equal to that which is payable from the Annuity Contract. Such payments shall commence the first day of the month following the final payment of Part A above and continue for the life of the Executive.
Paragraph 3.2 is deleted and replaced with the following:
| 3.2 | Death During Distribution of a Benefit. If the Executive dies after any benefit distributions have commenced under this Agreement but before receiving all such distributions prescribed under Section 2.1.2(A), the Bank shall distribute the remaining benefits to the Beneficiary at the same time and in the same amounts they would have paid pursuant to Section 2.1.2(A) to the Executive had the Executive survived, and no further amounts shall be paid pursuant to the Annuity Contract after all such distribution have been made. The Beneficiary shall be required to provide to the Bank the Executive’s death certificate. |
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IN WITNESS WHEREOF, each of the parties hereto acknowledges that he or it has carefully read and considered this Amendment and consents to the changes contained herein. Each of the parties has caused this Amendment to be executed this 31st day of August, 2026.
| EXECUTIVE | Peoples SECURITY BANK AND TRUST COMPANY | ||
| /s/ Thomas P. Tulaney | By: | /s/ Gerard A. Champi | |
| Thomas P. Tulaney | Gerard A. Champi | ||
| Title: | President and CEO | ||
| Peoples financial services corp. | |||
| By: | /s/ Gerard A. Champi | ||
| Gerard A. Champi | |||
| Title: | President and CEO | ||
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