Item 5.02Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Frank Perez becomes Chief Investor Relations Officer; was Chief Financial
Officer
Effective June 1, 2022 (the "Effective Date"), Frank Perez will assume the role
of Executive Vice President and Chief Investor Relations Officer of the Company
and the Bank and will step down as Chief Financial Officer of Ponce Financial
Group, Inc. (the "Company") and its subsidiary Ponce Bank (the "Bank"). In
connection with the transition to his new role, Mr. Perez and the Bank entered
into an amendment to his existing employment agreement (the "Amendment") with
the Bank, the terms of which supersede all prior employment arrangements with
the Bank and its affiliates. A copy of the Amendment is filed as Exhibit 10.1
hereto and incorporated herein by reference.
Appointment of Sergio Vaccaro as Chief Financial Officer
Effective as of the Effective Date, Sergio Vaccaro, age 46, will assume the role
of Executive Vice President and Chief Financial Officer of the Company and the
Bank. There is no arrangement or understanding between Mr. Vaccaro and any other
person pursuant to which Mr. Vaccaro was appointed as an officer, and he is not
a family member of any director or executive officer of the Company or the Bank.
Mr. Vaccaro is not a party to any transactions that would be required to be
disclosed under Section 404(a) of Regulation S-K.
Since 2013, Mr. Vaccaro has held a variety of roles at HSBC?, most recently as
CFO of Private Bank Americas from 2020 to present. Prior to this role, he held
the following roles with HSBC: CFO of Private Bank Americas from 2015 to 2020,
Head of Financial Planning and Analysis from 2016 to 2018 and Deputy CFO of
Private Bank from 2013 to 2015. Prior to his roles with HSBC, Mr. Vaccaro held
roles at Morgan Stanley and Citigroup.
Pursuant to the terms of his offer letter, Mr. Vaccaro will be eligible to
receive a grant of approximately 16,667 shares of restricted stock and 33,333
options, contingent on the Company adopting and stockholders approving a new
equity incentive plan. As an executive officer, he will otherwise be eligible to
receive other equity compensation from time to time as determined by the Board.
Item 8.01Other Events.
On May 31, 2022, the Company issued a press release announcing the reassignment
of Mr. Perez and the appointment of Mr. Vaccaro.
A copy of the press release is filed as Exhibit 99.1 hereto and is incorporated
herein by reference.
Item 9.01Financial Statements and Exhibits.
(d) Exhibits.
Exhibit Description
Number
10.1 Amendment to Employment Agreement of Frank Perez, dated May 25, 2022
99.1 Press release dated May 31, 2022
104 Cover Page Interactive Data File (embedded within the Inline XBRL)
--------------------------------------------------------------------------------
© Edgar Online, source Glimpses