Landmark Bancorp, Inc. filed a Form 8-K on October 21, 2026, announcing the approval of a new Management Incentive Program by the Board of Directors. The program is administered by the Compensation Committee and applies to executive officers and key management members at the Company and its wholly-owned subsidiary, Landmark National Bank. The filing identifies Abigail M. Wendel, President and Chief Executive Officer, and Mark A. Herpich, Chief Financial Officer, as principal executive and financial officers participating in the plan.
The new program consists of two components: an annual cash incentive program (AIP) and a long-term equity incentive program (LTIP). Under the AIP, participants earn cash awards based on performance against specific measures, weightings, and goals set by the Committee. Payouts are calculated as a percentage of the target opportunity, with earnings ranging from 50% to 150% of the target based on performance levels, including threshold, target, and stretch goals. Awards are paid in cash following certification of results, generally in the year following the performance period, subject to employment requirements.
The LTIP portion utilizes the Landmark Bancorp, Inc. 2024 Stock Incentive Plan. Equity awards consist of time-based restricted stock and performance-contingent grants. The number of performance stock awards granted is determined by the participant's AIP achievement for the year, ranging from 0% to 150% of target. These awards generally vest in equal annual installments over three years.
For the 2026 fiscal year, the filing details specific targets for the Company's named executives. Ms. Wendel’s target AIP opportunity is 35% of her base salary, and her LTIP opportunity is 25% of her base salary. Mr. Herpich’s target AIP opportunity is 25% of his base salary, and his LTIP opportunity is 20% of his base salary. The full terms of the program are detailed in Exhibit 10.1 attached to the filing.
