Cass Information Systems, Inc. disclosed in a Form 8-K filed on October 7, 2026, that it has entered into an Independent Contractor Agreement with Mr. Dwight Erdbruegger. This agreement formalizes his transition from an executive role to an independent contractor position following his previously announced retirement.
The agreement, effective as of October 7, 2026, is set to expire on December 31, 2026. Mr. Erdbruegger will provide general consulting services to the Company and its subsidiaries during this period. The agreement may be terminated by either party with 30 days' notice.
Under the terms of the agreement, Mr. Erdbruegger is entitled to compensation of $150.00 per hour for the services provided. This rate is exclusive of taxes and fees, and payments will be made monthly.
In addition to his consulting services, the agreement grants Mr. Erdbruegger full vesting on 2,318 time-based restricted stock units. These units were previously granted under a Restricted Stock Unit Agreement signed on February 3, 2026. The agreement also includes customary covenants regarding non-competition, non-solicitation, confidentiality, and intellectual property ownership.
The agreement was approved by the Compensation Committee of the Company’s Board of Directors. A copy of the full text of the agreement is filed as Exhibit 10.1 to the current report.