Private Bancorp of America CFO Cory Stewart Signs New Three-Year Employment Agreement

Private Bancorp of America, Inc. has entered into a new employment agreement with its Executive Vice President and Chief Financial Officer, Cory Stewart. The agreement, effective as of September 5, 2026, was executed on September 10, 2026, and covers a three-year term with the Company and its wholly-owned subsidiary, CalPrivate Bank.

Under the terms of the agreement, Mr. Stewart is guaranteed a minimum annual base salary of $425,000. This salary is subject to an annual evaluation and adjustment at the discretion of the Bank’s Board of Directors. For the 2026 performance period, Mr. Stewart is eligible to receive a target annual incentive bonus equal to 40% of his base salary, based on the performance of the Bank, the Company, and his individual metrics.

Starting in 2027, Mr. Stewart is entitled to an annual award of restricted stock units valued up to 40% of his base salary, provided the award becomes fully vested and payable at the target amount. He will also remain eligible to participate in the Bank’s general employee benefit plans.

The agreement outlines specific severance provisions. If Mr. Stewart is terminated by the Bank without cause or resigns for good reason, he is entitled to accrued unpaid salary, a lump sum payment equal to 18 months of base salary, and a pro rata portion of his annual incentive bonus. Additionally, the Bank will reimburse COBRA premiums for a specified duration following termination. These payments are contingent upon Mr. Stewart delivering an executed release of claims.

Should Mr. Stewart’s employment be terminated within one year after a change of control, the severance package increases. He would receive a lump sum payment equal to 24 months of base salary plus the full target annual bonus for the year of termination, along with continued COBRA coverage. The agreement includes a provision to reduce payments to avoid triggering an excess parachute payment under Section 280G of the Internal Revenue Code.

Furthermore, the agreement includes a non-solicitation clause that restricts Mr. Stewart from soliciting employees of the Bank, its subsidiaries, or affiliates for an eight-month period following the end of his employment.