First Financial Corp Appoints New CFO; Current CFO to Retire

What Happened

• First Financial Corporation (THFF) filed an 8‑K (Sept 17, 2026) announcing that Secretary/Treasurer and Chief Financial Officer Rodger A. McHargue will retire effective December 31, 2026.
• The Board appointed Paul D. Nungester, Jr. as Secretary/Treasurer and Chief Financial Officer effective January 1, 2027. Mr. Nungester joined the company on August 10, 2026 as Senior Vice President and Director of Finance. An employment agreement between Mr. Nungester, the Corporation and First Financial Bank, N.A. is effective September 1, 2026.

Key Details

• Base salary: $375,000 per year; employment term through June 30, 2028, with possible one‑year extensions.
• Severance: If termination follows a change in control, payment equals 2.0× the sum of (i) base salary at change in control, (ii) prior‑year bonus, and (iii) two years’ cost‑of‑benefits reimbursements. Other termination scenarios provide pro rata pay/benefits or salary/bonus through the term. Excise tax gross‑up/mitigation provisions for 280G/4999 apply (pay is the greater after‑tax outcome).
• Restrictive covenants: confidentiality, non‑solicit, and a non‑compete during employment and for one year after termination within a 75‑mile radius of Terre Haute, IN (50 miles if separated without just cause or for good reason).
• Background: Mr. Nungester previously was EVP & CFO of Premier Financial Corporation (2018–2025) and held finance roles at Inveniam Capital Partners (2025–Mar 2026). The employment agreement is filed as Exhibit 10.1.

Why It Matters

• This is a planned, disclosed leadership transition in a key financial role, providing continuity by promoting an internal finance leader who already joined the company.
• The employment agreement includes material compensation and severance commitments (including a potentially sizable change‑in‑control payout), which are relevant to shareholder assessments of executive costs and governance.
• Non‑compete and other restrictive provisions limit Mr. Nungester’s ability to work for competitors locally for one year after departure; the filing notes no related‑party or family relationships requiring additional disclosure.