FIRST BUSINESS FINANCIAL SERVICES, INC. 8-K

What Happened

• First Business Financial Services, Inc. (FBIZ) announced on April 15, 2026 that its Board appointed David R. Seiler as President and Chief Executive Officer and added him to the Board, with both roles effective May 3, 2026. Mr. Seiler succeeds Corey A. Chambas, whose retirement as CEO was announced in May 2025. The appointment and related Employment Agreement were disclosed in an 8-K filed April 16, 2026.

Key Details

• Employment Agreement dated April 15, 2026, effective May 3, 2026; initial term of five years with automatic one-year renewals unless 60 days’ notice of non‑renewal is given.
• Minimum annual base salary of $600,000; eligible for annual cash incentive and long-term incentive programs for senior executives.
• Restricted stock unit grant on May 16, 2026 with target value $215,000; vests over five years (15% on each of the first four anniversaries, remaining 40% on the fifth), no retirement vesting.
• Severance if terminated without Cause or for Good Reason: two times base salary (paid over 24 months, subject to a possible six‑month delay for Section 409A), prorated bonus for year of termination, and up to 18 months continued group health coverage at active employee rates. Standard confidentiality, non‑solicit and competitive restrictions apply (generally up to 24 months).

Why It Matters

• Leadership: The company promotes an internal executive with extensive experience at FBIZ (President & COO since Jan 3, 2023; prior COO roles) which suggests continuity in strategy and operations during the CEO transition.
• Compensation and retention: The agreement includes multi-year commitments (five-year term, RSUs, incentive eligibility) and severance protections that align Mr. Seiler’s interests with shareholder value and may affect near-term executive compensation expense.
• Governance: Mr. Seiler will serve as a Class III director through the 2028 Annual Meeting, solidifying his board role during the early years of his CEO tenure.