The new agreements bolster continuity for top leaders by securing benefits in the event of a control shift.

February 12, 2026

New agreements reinforce leadership stability

On February 9, UMB Financial took a clear step to reinforce executive continuity in times of potential change. The company’s Compensation Committee approved new Change in Control Agreements for its named executive officers, putting a defined framework in place to support leadership transitions tied to ownership shifts.

The agreements are designed to activate if an executive is let go without cause or chooses to resign for good reason. That window begins six months before and extends up to twenty-four months after a formal change in control. If that happens, the terms ensure the executive receives severance based on their compensation history—calculated as a multiple of base salary and either their target or average bonus.

What executives receive

• Severance payout: 3× base salary and bonus for the CEOs of UMB Financial and UMB Bank, 2× for other named officers.
• Pro-rated bonus: A lump-sum payment based on how many months were worked in the performance period.
• Health benefit coverage: A cash payment covering 18 months of premiums under the company’s group plans.
• Outplacement services: Available upon request, up to 25% of the executive’s base salary.
• Equity acceleration: Full vesting of all outstanding equity awards, with performance conditions deemed met at the greater of target or actual performance at the time of the change.

Automatic renewal and filing details

The agreements run through December 31, 2026, and renew automatically for one-year terms unless the company provides 30 days’ notice. However, once a change in control is announced or contractually agreed upon, the company can no longer opt out of renewal.

UMB plans to include the agreement form as an exhibit in its Form 10-Q for the quarter ending March 31, 2026.