Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Effective March 11, 2026, Renasant Bank, the wholly-owned subsidiary of Renasant Corporation ("Renasant"), and M. Ray (Hoppy) Cole, Jr. entered into an amendment to Mr. Cole's employment agreement dated April 1, 2025 relating to Mr. Cole's participation in Renasant's annual cash bonus plan, the Performance Based Rewards Plan (the "PBRP"). Mr. Cole's agreement was amended in the following respects:
•Instead of being eligible for bonuses for performance periods under the PBRP from April 1, 2025 to March 31, 2026 and April 1, 2026 to March 31, 2027, Mr. Cole is now eligible to receive a cash bonus under the PBR for calendar year 2025 and on a calendar year basis thereafter, consistent with Renasant's other senior executive officers;
•The amount of any PBRP payment with respect to calendar year 2025 will be prorated to 75% of the total amount, reflecting Mr. Cole's nine months of service as a Renasant employee in 2025; and
•If Mr. Cole remains a Renasant employee until his employment agreement's expiration on April 1, 2027, but separates from service on such date, he is entitled to receive a payment under the PBRP equal to the amount of his target award, prorated to 25% of the total amount, reflecting his three months of service in 2027. If Mr. Cole's employment continues past April 1, 2027, he will be entitled to a payment under the PBRP with respect to calendar year 2027 on terms consistent with those applicable to as other Renasant senior executive officers.
Except as noted above, the material terms of Mr. Cole's employment agreement as previously disclosed remain unchanged.