8-KLeadership Changes

CITIZENS FINANCIAL GROUP INC/RI 8-K Report, Executive Changes (Jun 21, 2018)

Filed June 21, 2018For Securities:CFGCFG-PHCFG-PECFG-PI

Summary

Citizens Financial Group, Inc. (CFG) announced a key leadership change in its accounting department via an 8-K filing on June 21, 2018. Effective August 11, 2018, Jack Read has been appointed as the new Controller and Chief Accounting Officer, replacing Randall J. Black. Mr. Read brings a wealth of experience from his previous roles at Mitsubishi UFJ Financial Group, Inc. (MUFG) and JP Morgan Chase, where he held senior positions in financial operations, risk management, and tax. This appointment signifies a transition in financial leadership for CFG. Investors should note the compensation package for Mr. Read, which includes a substantial base salary, variable compensation, and a significant restricted stock unit award to compensate for forfeited awards from his prior employer. The agreement also outlines restrictive covenants and termination clauses, standard for executive appointments in the financial sector.

Key Highlights

  • 1Citizens Financial Group, Inc. (CFG) appointed Jack Read as its new Controller and Chief Accounting Officer, effective August 11, 2018.
  • 2Mr. Read's appointment follows the departure of Randall J. Black.
  • 3Mr. Read has extensive experience in financial roles at major financial institutions, including Mitsubishi UFJ Financial Group, Inc. and JP Morgan Chase.
  • 4Mr. Read's compensation package includes an annual base salary of $450,000.
  • 5He is eligible for variable compensation of $550,000, guaranteed for the 2018 performance year.
  • 6A buy-out award of approximately $530,000 in restricted stock units will be granted to Mr. Read to compensate for forfeited previous employer awards.
  • 7Mr. Read is subject to 12-month post-employment restrictive covenants regarding solicitation and a perpetual confidentiality covenant.

Frequently Asked Questions

Jack Read has been appointed as the new Controller and Chief Accounting Officer, effective August 11, 2018.

Mr. Read has a strong background in financial roles, most recently serving as Head of Operational Risk for the Americas at Mitsubishi UFJ Financial Group, Inc. (MUFG) since 2016. Prior to that, he held roles as Head of Financial Operations for the Americas and Corporate Tax Director at MUFG, and previously at JP Morgan Chase as Director of Special Taxes.

Mr. Read's employment agreement includes an annual base salary of $450,000, a variable compensation opportunity of $550,000 (guaranteed for 2018), and a buy-out award of approximately $530,000 in restricted stock units. He will also receive relocation benefits.

Mr. Read is subject to restrictive covenants that prohibit him from soliciting employees, customers, and prospective clients for twelve months following the termination of his employment. He is also bound by a perpetual confidentiality covenant.