STOCK TITAN

Superior results vest 2023 stock awards at First Business (NASDAQ: FBIZ)

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

First Business Financial Services, Inc. reported that its Board Compensation Committee approved vesting of 2023 performance restricted stock units for executive officers under the Long-Term Incentive Plan. The award covered a 2023–2025 performance period and was based on “Superior” results for both Total Shareholder Return and Return on Average Tangible Common Equity. As a result, shares of common stock vested for named executives, including 10,370 shares for CEO Corey A. Chambas and smaller grants for four other officers.

Positive

  • None.

Negative

  • None.
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.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
CEO shares vested 10,370 shares 2023 PRSU award for Corey A. Chambas
President shares vested 2,730 shares 2023 PRSU award for James E. Hartlieb
Executive shares vested 2,740 shares 2023 PRSU award for Bradley A. Quade
Executive shares vested 4,780 shares 2023 PRSU award for David R. Seiler
CFO shares vested 3,190 shares 2023 PRSU award for Brian D. Spielmann
Par value per share $0.01 Common Stock, $0.01 par value listed on Nasdaq
Performance Restricted Stock Units financial
"approved the vesting of the Performance Restricted Stock Units, or “PRSUs”, granted to eligible executive officers"
Performance restricted stock units (PRSUs) are promises to deliver company shares to employees or executives only if the business meets specific performance targets and any time-based holding rules. Think of them as a bonus that converts into stock only after set goals are reached, so investors watch PRSUs for two reasons: they can dilute existing shares if paid out, and they signal how closely management’s pay is tied to company performance.
Total Shareholder Return financial
"determined by Total Shareholder Return (“TSR”) and Return on Average Tangible Common Equity"
Total shareholder return is the overall gain an investor gets from owning a stock, combining changes in the share price plus any cash payouts like dividends, and assuming those payouts are reinvested in more shares. Investors use it like a single score that shows the true return on their investment—similar to checking both the growth of a savings account and the interest earned—to compare how well different companies or investments perform over time.
Return on Average Tangible Common Equity financial
"determined by Total Shareholder Return (“TSR”) and Return on Average Tangible Common Equity (“ROATCE”)"
A profitability ratio that shows how much profit common shareholders earn from the bank’s tangible equity — the shareholder capital left after removing goodwill, intangible assets and preferred stock — averaged over a period. Investors use it like a yield on the company’s real, hard capital to judge how efficiently management turns those tangible resources into earnings and to compare returns across banks or over time.
Long-Term Incentive Plan financial
"granted to eligible executive officers of the Company in 2023 under its Long-Term Incentive Plan"
A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.
Named Executive Officers financial
"payout of the Company’s common stock to each of the Company’s Named Executive Officers listed below"
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
0001521951false00015219512026-04-092026-04-09

 

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): April 9, 2026

 

 

First Business Financial Services, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Wisconsin

001-34095

39-1576570

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

401 Charmany Drive

 

Madison, Wisconsin

 

53719

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 608 238-8008

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

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 each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $0.01 par value

 

FBIZ

 

The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

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.

Effective April 9, 2026, the Compensation Committee (the “Committee”) of the Board of Directors of First Business Financial Services, Inc. (the “Company”) approved the vesting of the Performance Restricted Stock Units, or “PRSUs”, granted to eligible executive officers of the Company in 2023 under its Long-Term Incentive Plan for the performance measurement period beginning in 2023 and ending in 2025 (the “2023 Award”). The vesting of the 2023 Award was determined by Total Shareholder Return (“TSR”) and Return on Average Tangible Common Equity (“ROATCE”) Company performance goals. As noted in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on March 5, 2026 (the “Proxy Statement”), as of the date of the Proxy Statement, the number of shares earned under the 2023 Award was unknown due to the unavailability of final ROATCE information.

The Committee determined that the Company’s performance at a “Superior” level under each of the TSR and ROATCE performance goals during the performance period resulted in the payout of the Company’s common stock to each of the Company’s Named Executive Officers listed below:

 

Named Executive Officers

 

Shares Vested

Corey A. Chambas

 

 

10,370

James E. Hartlieb

 

 

2,730

Bradley A. Quade

 

 

2,740

David R. Seiler

 

 

4,780

Brian D. Spielmann

 

 

3,190

 

Item 9.01

Financial Statements and Exhibits.

 

 

(a)

Not applicable

 

 

(b)

Not applicable

 

 

(c)

Not applicable

 

 

(d)

Exhibits. The following exhibits are being furnished herewith:

 

 

104 Cover Page Interactive Data File (embedded within the Inline XBRL Document)

 

 

 

 

 

 

 

 

 

 

 

 


 

SIGNATURES

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.

April 14, 2026

FIRST BUSINESS FINANCIAL SERVICES, INC.

By:

/s/ Brian D. Spielmann

Name:

Brian D. Spielmann

Title:

Chief Financial Officer

 

 

 

 


FAQ

What did First Business Financial Services (FBIZ) disclose in this 8-K?

First Business Financial Services disclosed that its Compensation Committee approved vesting of 2023 performance restricted stock units for executive officers, after determining the company achieved “Superior” performance on Total Shareholder Return and Return on Average Tangible Common Equity over the 2023–2025 measurement period.

Which performance metrics drove the 2023 PRSU payout at First Business (FBIZ)?

The payout of the 2023 performance restricted stock units was driven by company performance on two goals: Total Shareholder Return and Return on Average Tangible Common Equity. The Committee determined First Business achieved a “Superior” level on both metrics over the 2023–2025 performance period.

How many 2023 performance shares vested for FBIZ CEO Corey A. Chambas?

Under the vested 2023 performance restricted stock unit award, First Business CEO Corey A. Chambas received 10,370 shares of the company’s common stock. This payout reflects the Compensation Committee’s determination that company performance met the “Superior” level on both stated performance metrics.

Which other First Business (FBIZ) executives received vested 2023 PRSUs and how many?

In addition to CEO Corey A. Chambas, vesting covered James E. Hartlieb with 2,730 shares, Bradley A. Quade with 2,740 shares, David R. Seiler with 4,780 shares, and Brian D. Spielmann with 3,190 shares of First Business common stock under the 2023 award.

What period did the 2023 PRSU award at First Business (FBIZ) cover?

The 2023 performance restricted stock unit award at First Business covered a performance measurement period beginning in 2023 and ending in 2025. The Compensation Committee evaluated Total Shareholder Return and Return on Average Tangible Common Equity over that full timeframe before approving vesting.

When did First Business (FBIZ) approve vesting of the 2023 PRSU award?

The Compensation Committee approved vesting of the 2023 performance restricted stock unit award effective April 9, 2026. This decision came after previously disclosing in a March 5, 2026 proxy statement that the exact shares earned were still pending final Return on Average Tangible Common Equity information.

Filing Exhibits & Attachments

1 document