Green Plains Inc. 8-K

What Happened

• Green Plains Inc. announced the appointment of Ann Reis as Chief Financial Officer effective January 6, 2026. Ms. Reis (age 47) joins from Southwest Iowa Renewable Energy and has 20+ years of experience across agribusiness, energy and financial services.
• Phil Boggs departed as CFO effective January 5, 2026; his departure was not due to any disagreement with the Company. Michelle Mapes left her Chief Legal & Administration Officer role on December 31, 2025 (also without disagreement) and will provide part-time consulting services through June 30, 2026.

Key Details

• Compensation for Ann Reis: one-time grant of 200,000 restricted shares vesting over 3 years; one-time bonus eligibility of $75,000 for 100‑day milestones; annual base salary $325,000; short‑term incentive target 80%; eligibility for long‑term incentive plan. (Offer Letter dated Dec 10, 2025; Employment Agreement effective Jan 6, 2026.)
• Separation terms for Phil Boggs: vesting of equity awards including 53,697 restricted shares and 43,755 performance share units (previously unvested), plus a cash payment equal to six months base salary.
• Michelle Mapes: executed a Release Agreement and entered a Professional Services Agreement to provide part‑time consulting through June 30, 2026, for a retainer of $225,000.
• The company furnished a press release about the CFO appointment on January 5, 2026 (Exhibit 99.1).

Why It Matters

• Leadership change: a new CFO can affect financial strategy, reporting and investor communications; Ms. Reis brings industry experience relevant to Green Plains’ agribusiness and energy operations.
• Financial impact: near‑term costs include equity-related vesting for departing executives (53,697 restricted shares and 43,755 PSUs), a six‑month salary payout to the former CFO, a $225,000 consulting retainer, and the new CFO’s cash and equity compensation (200,000 restricted shares + salary/bonus targets). These items may affect dilution and cash outflows in the short term.
• Governance/continuity: filings state departures were not due to disagreements, and the company documented agreements (offer, employment, release, consulting) to effect transitions.