NICHOLAS FINANCIAL INC : Change in Directors or Principal Officers (form 8-K)

Published: 2021-10-08 06:02:08 ET NICK

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On October 7, 2021, Mark R. Hutchins and Brendan J. Keating were elected to the Board of Directors (the "Board") of Nicholas Financial, Inc. (the "Company") at the recommendation of the Nominating/Corporate Governance Committee of the Board. Mr. Hutchins was elected to fill the vacancy left by the resignation of Robin Hastings on September 30, 2021. He will also serve as chair of the Board's Audit Committee. Mr. Keating was elected in conjunction with an increase in the size of the Board from five to six members. Under applicable law, both new directors are subject to re-election by the Company's shareholders at its 2022 Annual General Meeting.

In connection with their elections, both new directors were awarded 1632 shares of restricted stock under the Company's 2015 Omnibus Incentive Plan. Such shares will vest on October 7, 2022, subject to accelerated vesting and forfeiture in accordance with the terms of the form of restricted stock award. Both directors are entitled to receive the same compensation for their services on the Board as other non-employee directors of the Company, as described in the Company's proxy statement for its 2021 Annual General Meeting.

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