Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Great Western Bancorp, Inc. (the “Company”) previously announced the transition of several officer positions as part of certain structural changes being implemented by the Company to enhance its lending focus and credit administration functions. In furtherance of this goal, the Company has entered into a consultant agreement with Credit Risk Advisors, LLC, on September 15, 2019 (the “Consultant Agreement”) for the consulting services of Michael J. Doyle, age 63, President and founder of Credit Risk Advisors, LLC. In his capacity as an independent contractor, Mr. Doyle will assume the position of Interim Chief Credit Officer of the Company, effective as of September 23, 2019 (the “Transition Date”). Since September 2007, Credit Risk Advisors, LLC, a professional services firm in Eden Prairie Minnesota, has been providing financial services consulting to financial institutions as well as borrowers. Mr. Doyle founded the firm after leaving U.S. Bancorp where he served as the Executive Vice President and Chief Credit Officer for five years. Mr. Doyle is a senior-level financial services executive with at least 30 years of commercial banking experience.
The Company’s engagement with Mr. Doyle will include duties customarily performed within the Interim Chief Credit Officer role, including review and consultation of credit portfolios, analysis and reporting thereof, and other duties as assigned (“Services”). Mr. Doyle shall not be designated a delegated credit authority and shall not have authority to approve loans. Mr. Doyle will provide consulting services to the Company for a (3) three month initial term following the Transition Date; with (30) thirty day auto-renewals. Either party has the right to terminate the Consultant Agreement by providing (30) thirty days prior written notice of that party’s intent to terminate, along with termination rights for cause. Mr. Doyle will receive an hourly rate of $250 during the term of his consultancy in consideration for the Services along with reimbursement of customary travel and lodging expenses. The Consultant Agreement also contains customary covenants relating to confidentiality and intellectual property rights. The foregoing summary of the Consultant Agreement, does not purport to be complete, and is qualified in its entirety by reference to the full text thereof, a copy of which is filed as Exhibit 10.1 to this Current Report on Form 8-K, and incorporated herein by reference.
Mr. Doyle was not selected as Interim Chief Credit Officer pursuant to any arrangement or understanding between him and any other person. There are no family relationships between Mr. Doyle and any of the Company's other directors or executive officers. Since the beginning of the Company's last fiscal year, there has been no transaction or currently proposed transaction in which the Company or our bank was or is to be a participant and in which Mr. Doyle or any of his immediate family members had or will have a direct or indirect material interest required to be disclosed under Item 404(a) of Regulation S-K.
Also effective as of the Transition Date, Mr. Michael Gough, the current Interim Chief Credit Officer and Executive Vice President, will transition into and remain employed as a non-executive employee of the Company serving in the position of Senior Vice President – Credit, pursuant to the Amended and Restated Employment Letter between the Company and Mr. Gough (the “Letter”). The Letter is incorporated by reference and was attached as an exhibit to the Form 8-K filed on August 9, 2019.
