07/27/2026 | Press release | Distributed by Public on 07/27/2026 06:42
Item 8.01Other Events
On July 23, 2026, Registrant established the position of Director Emeritus and adopted the Retirement Plan for Directors Emeritus (the "Plan"), effective as of July 23, 2026. The Plan is designed to provide retirement benefits for qualified non-employee directors (each, an "Eligible Director") of the Registrant's Board of Directors and members of the board of its wholly owned subsidiary, Bank of the Sierra (the "Bank"), and to help ensure Registrant's and Bank's continued ability to retain highly qualified directors.
In order to be eligible to become a Director Emeritus and to receive any benefits under the Plan, an Eligible Director must: (i) voluntarily retire from the Registrant and/or Bank Board of Directors after the Eligible Director has served the minimum number of years set forth in the Plan; and (ii) enter into a Director Emeritus Agreement with Registrant or Bank, as applicable, in the form attached as Exhibit A to the Plan.
The annual retirement benefits payable pursuant to the Plan to a Director Emeritus is equal to fifty percent (50%) of the annual cash retainer amount (excluding committee retainers) paid to the Eligible Director by Registrant and/or Bank for his or her service on the board during the immediately preceding 12-month period, measured from the date of retirement. The annual Plan benefit shall be payable for a period of three (3) years, subject to the conditions of the Plan and the provisions of the Director Emeritus Agreement.
The Board of Directors of Registrant, or such other committee as appointed by the Board of Directors, will serve as the administrator of the Plan.
The foregoing description of the terms and conditions of the Plan does not purport to be complete and is qualified in its entirety by reference to the Plan, a copy of which is filed as Exhibit 10.1 hereto and incorporated by reference herein.