Customers Bancorp Updates CFO Mark R. McCollom’s Employment Agreement with Auto-Renewal and Enhanced Restrictive Covenants

5 min read | July 27, 2026 02:24 PM PDT | By Vinay Lochav

On July 24, 2026, Customers Bancorp, Inc. announced amendments to the employment agreement of Mark R. McCollom, Executive Vice President and Chief Financial Officer. The revised agreement introduces an automatic annual renewal clause, reduces termination notice periods, and adds new non-compete restrictions. While maintaining nearly all key compensation and benefits terms from the original 2025 contract, these structural changes enhance employment continuity and post-employment restrictions, providing greater transparency and governance oversight for investors.

Key Points

  • NYSE: CUBI (common stock); NYSE: CUBB (5.375% Subordinated Notes due 2034)
  • On July 24, 2026, Customers Bancorp amended CFO Mark R. McCollom’s employment agreement to include automatic annual renewal and non-compete provisions
  • The original June 10, 2025 agreement is superseded; the amendment adds a 12-month post-employment non-compete and requires claim release for severance eligibility
  • McCollom’s voluntary termination notice period reduced from 60 to 45 days; health, dental, and life insurance benefits continue during severance payments

Renewable Employment Term and Continuity Provisions

The amended agreement establishes an auto-renewal employment term that extends the contract by one year on each anniversary of the original June 10, 2025 effective date. This renewal continues indefinitely unless either party provides at least 60 days’ written notice before the anniversary date to terminate the agreement.

This shift from a fixed term to an automatic renewal model underscores the Company’s commitment to ongoing employment continuity for Mr. McCollom. The 60-day cancellation notice ensures both parties have sufficient time for transition planning, reducing risks of unintended employment gaps. For investors, this signals a strategic intent to retain McCollom as CFO unless a deliberate termination occurs.

Shortened Termination Notice for CFO Voluntary Departure

The amendment reduces Mr. McCollom’s required notice period for voluntary resignation from 60 days to 45 days. This 15-day reduction facilitates a more streamlined departure process while still affording the Company adequate time to manage leadership transitions.

Maintaining the Company’s termination notice at 60 days, as per severance provisions, creates a balanced approach—offering McCollom more flexibility in voluntary exits while preserving operational continuity from the Company’s perspective.

Severance Payment Conditioned on Claim Release

Under the updated terms, Mr. McCollom must execute a Company-approved release of claims to qualify for severance compensation. This aligns with standard corporate governance practices aimed at minimizing post-termination litigation risks when separation benefits are provided.

The release requirement does not alter severance eligibility or benefit amounts but serves as a protective measure ensuring legal risk mitigation while preserving severance entitlements upon acceptance.

Continuation of Health and Insurance Benefits During Severance

The amended agreement explicitly provides for the continuation of health, dental, and life insurance benefits throughout the severance payment period. Previously unspecified, this provision guarantees that Mr. McCollom retains critical coverage during his transition out of the Company.

This benefit continuity reduces potential out-of-pocket costs related to COBRA or private insurance, reflecting a retention-friendly severance approach and enhancing the attractiveness of the CFO position amid competitive market conditions.

Introduction of Post-Employment Non-Compete and Non-Solicitation Clauses

A significant addition is a 12-month post-employment non-compete covenant preventing Mr. McCollom from engaging in competing activities or holding similar CFO responsibilities within the Company’s defined "Field of Interest" and "Restricted Area(s)." This provision aims to protect the Company’s competitive position and sensitive information in the financial leadership domain.

The "Restricted Area" concept extends to other restrictive covenants in Section 1 of Exhibit A, broadening geographic and business-line limitations. This signals the Company’s heightened focus on safeguarding strategic financial intelligence and banking relationships from potential competitor advantage following McCollom’s departure.

Preservation of Original Compensation and Benefits Framework

Customers Bancorp confirms that the amended agreement retains substantially all key compensation, benefits, and incentive terms from the June 10, 2025 agreement. The five highlighted amendments—renewal structure, termination notice, severance claim release, benefit continuation, and non-compete provisions—represent governance refinements without altering the underlying financial package.

This approach ensures management continuity and compensation predictability for investors, confirming that the 2026 update enhances governance without renegotiating salary, bonuses, or equity awards previously disclosed in the June 2025 Form 8-K filings.

Background and Prior Disclosures

The original employment agreement was executed June 10, 2025, with material terms detailed in the Company’s Form 8-K filed June 2, 2025, and amended June 11, 2025, including Exhibit 10.1. The July 24, 2026 amended agreement supersedes the original entirely, maintaining the core compensation and benefits structure.

Investors seeking comprehensive details on salary, bonuses, equity grants, and benefits should refer to the June 2025 Form 8-K submissions. The Company’s cross-referencing approach aligns with SEC disclosure standards, balancing transparency and filing efficiency.

Corporate Governance and Investor Oversight Implications

The amendments reflect Customers Bancorp’s evolving governance focus on executive stability, competitive risk mitigation, and separation liability management. The automatic renewal clause indicates confidence in McCollom’s leadership, while the non-compete covenant underscores the importance of protecting confidential financial strategies.

These changes impact investor risk assessments by promoting operational continuity, safeguarding sensitive information, reducing litigation exposure, and supporting retention through benefit continuation. They align with best practices for CFO employment at publicly traded financial institutions, demonstrating proactive human capital governance consistent with shareholder interests.

Filing Details and Access to Full Agreement

The First Amended Employment Agreement effective July 24, 2026, between Customers Bancorp and Mark R. McCollom is filed as Exhibit 10.1 to the Current Report on Form 8-K submitted July 27, 2026. The filing was signed by Andrew B. Sachs, Executive Vice President, General Counsel and Corporate Secretary.

For full text including definitions of "Field of Interest," "Restricted Area(s)," and detailed restrictive covenants in Exhibit A, investors should consult the SEC’s EDGAR database and the Company’s investor relations resources. The summary herein highlights key amendments but does not supersede the legal terms of the executed agreement.


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