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; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On December 31, 2023, the Board of Directors of First Mid Bancshares, Inc. (the “Company”) approved an Executive Employment Agreement entered into between the Company and Michael L. Taylor for one year, until December 31, 2024, under which Mr. Taylor agrees to serve as Senior Executive Vice President of the Company (the “Taylor Agreement”). Thereafter, unless Mr. Taylor’s employment with the Company has been previously terminated, the Agreement shall renew automatically for 1-year periods. Under the Taylor Agreement, Mr. Taylor will receive an annual base salary of $340,000 and will participate in the Company’s Incentive Compensation Plan, Long-Term Incentive Plan, and Deferred Compensation Plan. The Taylor Agreement also provides Mr. Taylor with severance benefits in the event of the termination of his employment under certain circumstances and contains certain confidentiality and non-competition and non-solicitation provisions. The Taylor Agreement is filed as Exhibit 10.1 and is incorporated by reference herein.
On December 31, 2023, the Board of Directors of First Mid Bancshares, Inc. (the “Company”) approved an Executive Employment Agreement entered into between the Company and Matthew K. Smith for one year, until December 31, 2024, under which Mr. Smith agrees to serve as Executive Vice President of the Company (the “Smith Agreement”). Thereafter, unless Mr. Smith’s employment with the Company has been previously terminated, the Agreement shall renew automatically for 1-year periods. Under the Smith Agreement, Mr. Smith will receive an annual base salary of $280,000 and will participate in the Company’s Incentive Compensation Plan, Long-Term Incentive Plan, and Deferred Compensation Plan. The Smith Agreement also provides Mr. Smith with severance benefits in the event of the termination of his employment under certain circumstances and contains certain confidentiality and non-competition and non-solicitation provisions. The Smith Agreement is filed as Exhibit 10.2 and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Index
| Exhibit No. | Description |
| 10.1 | Employment Agreement between First Mid Bancshares, Inc. and Michael L. Taylor effective December 31, 2023. |
| 10.2 | Employment Agreement between First Mid Bancshares, Inc. and Matthew K. Smith effective December 31, 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.
| FIRST MID BANCSHARES, INC. | |
| Dated: January 8, 2024 | |
| By: /s/ Joseph R. Dively | |
| Joseph R. Dively | |
| Chairman, President and Chief Executive Officer |