SR Bancorp, Inc. 8-K

What Happened

• On April 22, 2026 (reported in an 8-K on April 24, 2026), Somerset Regal Bank — a wholly owned subsidiary of SR Bancorp, Inc. — entered into amended and restated employment agreements with William P. Taylor, Christopher J. Pribula and David Orbach. The amendments mainly reflect recent title changes and update contract terms including length, base pay, bonus targets and severance provisions.
• Agreement terms: Mr. Taylor’s term is one year (with possible 12‑month extension on 30 days’ notice); Messrs. Pribula and Orbach have three‑year terms with automatic one‑year renewals each July 1 unless non‑renewal notice is given. If a change in control occurs, terms extend so contracts expire no less than two years after the change in control.

Key Details

• Base salaries set at $260,000 (Taylor), $490,000 (Pribula) and $410,000 (Orbach).
• Target cash bonus opportunities: at least 25% (Taylor), 23% (Pribula) and 20% (Orbach) of base salary; bonuses may also be discretionary.
• Severance on qualifying termination without cause or for “good reason”: greater of (a) remaining base salary + total annual bonus opportunity for the remaining term (using highest bonus in prior 3 years) or (b) two times (base salary + average annual incentive bonus for prior 3 years); COBRA premiums reimbursed up to 18 months.
• If termination is within two years following a change in control: lump-sum severance equal to three times (base salary + average incentive bonus) and a lump sum equal to 36 months of health‑care COBRA costs. Non‑compete/non‑solicit: generally 1 year post‑termination (6 months–2 years after a change in control, mutually agreed).

Why It Matters

• These amendments formalize pay, bonus targets and robust severance protections for three senior executives, which is material to governance and executive retention. Investors should note the specified base salaries and bonus targets and be aware that qualifying terminations or a change in control could trigger substantial cash and benefit obligations (including potential 2x–3x severance multipliers and multi‑year COBRA payments). The agreements also include standard non‑compete and tax‑gross‑up/mitigation mechanics (Sections 280G/4999), which affect net payouts in a change‑of‑control scenario.