Commerce Bancshares (NASDAQ: CBSH) CAO resigns; Brandjord promoted with RSU grant

Rhea-AI Filing Summary

Commerce Bancshares, Inc. reported that Paul A. Steiner, its Corporate Controller and Chief Accounting Officer, has decided to resign to pursue other opportunities. The company stated his decision is not due to any disagreement regarding finances, accounting, operations, policies, or practices.

Steiner will remain through July 7, 2026 to support an orderly transition. The company has selected Steven A. Brandjord as his successor, who will become Corporate Controller and Chief Accounting Officer effective May 2026, following Board appointment.

In connection with his promotion, Brandjord will receive approximately 2,100 restricted stock units that vest over four years under the company’s standard equity award agreement. Brandjord joined the company in 2014 and currently serves as Assistant Controller and Director of Tax.

8-K Event Classification

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers

1 item

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Key Figures

RSUs granted to Brandjord: approximately 2,100 restricted stock units RSU vesting period: 4 years Steiner transition end date: July 7, 2026 +2 more

5 metrics

RSUs granted to Brandjord approximately 2,100 restricted stock units equity award in connection with promotion

RSU vesting period 4 years vesting schedule under standard equity award agreement

Steiner transition end date July 7, 2026 last day Steiner remains with the company to assist transition

Effective date of Brandjord role May 2026 effective date for Corporate Controller and Chief Accounting Officer role after Board appointment

Filing date of resignation notice March 24, 2026 date Steiner informed the company of his decision to resign

Key Terms

restricted stock units, Chief Accounting Officer, Emerging growth company, Inline XBRL, +1 more

5 terms

restricted stock units financial

"In connection with his promotion, Mr. Brandjord is being granted approximately 2,100 restricted stock units, which vest over 4 years"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Chief Accounting Officer financial

"the Corporate Controller and Chief Accounting Officer of Commerce Bancshares, Inc."

A chief accounting officer is a senior executive responsible for overseeing a company's financial records and ensuring all accounting practices are accurate and compliant with regulations. They play a key role in preparing financial reports that help investors understand the company's financial health, much like a trusted navigator guiding a ship through complex waters. Their work ensures transparency and trust in the company's financial information.

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Inline XBRL technical

"The cover page from this on , formatted in Inline XBRL."

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

Form 8-K regulatory

"Form 8-K : March 24, 2026 Commerce Bancshares, Inc."

A Form 8-K is a report that companies file with the government to share important news quickly, such as changes in leadership, major business deals, or financial updates. It matters because it helps investors stay informed about significant events that could affect the company's value or stock price.

Understanding 8-K Material Events →

False000002235600000223562026-03-242026-03-24

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

__________________________

Form 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): March 24, 2026

Commerce Bancshares, Inc.

(Exact name of registrant as specified in its charter)

Missouri

001-36502

43-0889454

(State of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1000 Walnut,
Kansas City,			MO						64106
(Address of principal executive offices)									(Zip Code)

(816) 234-2000

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of class			Trading symbol(s)			Name of exchange on which registered
$5 Par Value Common Stock			CBSH			NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b)(c)(e) On March 24, 2026, Paul A. Steiner, the Corporate Controller and Chief Accounting Officer of Commerce Bancshares, Inc. (the “Company”), informed the Company of his decision to resign from his position to pursue other opportunities. Mr. Steiner’s decision is not the result of any disagreement with the Company on any matter relating to the Company’s finances, accounting, operations, policies or practices.

Mr. Steiner will remain with the Company through July 7, 2026 to help ensure an orderly transition. The Company has named Steven A. Brandjord as Mr. Steiner’s successor. Mr. Brandjord will assume the role of Corporate Controller and Chief Accounting Officer effective May 2026 following his official appointment by the Board. In connection with his promotion, Mr. Brandjord is being granted approximately 2,100 restricted stock units, which vest over 4 years pursuant to the terms of the Company’s standard equity award agreement. Mr. Brandjord joined the Company in 2014. He is currently serving as Assistant Controller, Director of Tax for the Company, and was Tax Manager III prior thereto. Prior to joining the Company, Mr. Brandjord was a Senior Manager in the tax area for BKD, LLP.

Exhibits

104    The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			COMMERCE BANCSHARES, INC.
			By:			/s/ Margaret M. Rowe
						Margaret M. Rowe
						Secretary

Date: March 30, 2026

FAQ

What leadership change did Commerce Bancshares (CBSH) disclose in this 8-K?

Commerce Bancshares announced the planned resignation of Corporate Controller and Chief Accounting Officer Paul A. Steiner. He will stay through July 7, 2026, while successor Steven A. Brandjord assumes the Corporate Controller and Chief Accounting Officer roles effective May 2026.

Why is Commerce Bancshares’ Chief Accounting Officer resigning?

Paul A. Steiner is resigning to pursue other opportunities. The company specifically noted that his decision is not the result of any disagreement with Commerce Bancshares regarding its finances, accounting, operations, policies, or practices, helping clarify that no reported dispute triggered the change.

Who will replace the Chief Accounting Officer at Commerce Bancshares (CBSH)?

Steven A. Brandjord will become Corporate Controller and Chief Accounting Officer. He currently serves as Assistant Controller and Director of Tax, joined the company in 2014, and previously was Tax Manager III after working as a Senior Manager in tax at BKD, LLP.

When will the Commerce Bancshares (CBSH) leadership transition occur?

Paul A. Steiner will remain with Commerce Bancshares through July 7, 2026. His successor, Steven A. Brandjord, is expected to assume the Corporate Controller and Chief Accounting Officer roles effective May 2026, following his official appointment by the Board of Directors.

What equity award is Commerce Bancshares granting to Steven A. Brandjord?

In connection with his promotion, Steven A. Brandjord will receive about 2,100 restricted stock units. These units will vest over four years under Commerce Bancshares’ standard equity award agreement, aligning his compensation with the company’s long-term performance.

Does the Commerce Bancshares (CBSH) filing mention any accounting disputes?

The filing states that Paul A. Steiner’s resignation is not due to any disagreement. It specifically notes there is no dispute with the company related to finances, accounting, operations, policies, or practices, indicating the transition is described as amicable by the company.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.3 KB