FB Bancorp (FBLA) discloses Fidelity Bank COO Randall Baker separation

Rhea-AI Filing Summary

FB Bancorp, Inc. reported that Fidelity Bank, its banking subsidiary, has separated from Chief Operating Officer Randall L. Baker effective June 16, 2026. This represents a senior management change at the organization.

Mr. Baker will receive compensation and benefits consistent with a qualifying termination under the Fidelity Bank Executive Severance Plan, as previously described in the company’s most recent Proxy Statement. FB Bancorp and Fidelity Bank plan to execute a separation agreement with Mr. Baker, including a customary release of claims, which will be filed as an exhibit to the company’s Form 10‑Q for the period ending June 30, 2026.

Insights

Banking governance analyst

FB Bancorp discloses a routine C‑suite departure with standard severance.

The company announced that Fidelity Bank’s Chief Operating Officer, Randall L. Baker, was separated effective June 16, 2026. Senior operating roles are important for day‑to‑day execution, but the filing provides no indication of strategic or financial disruption tied to this change.

Separation benefits will follow the existing Fidelity Bank Executive Severance Plan, already described in the prior Proxy Statement, suggesting a standardized, pre‑disclosed framework rather than a bespoke package. A formal separation agreement, including a customary release of claims, is expected to be filed with the Form 10‑Q for the period ending June 30, 2026, which should give more detail on exact terms.

8-K Event Classification

2 items: 5.02, 9.01

2 items

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.

Key Figures

COO separation effective date: June 16, 2026 10-Q period end: June 30, 2026

2 metrics

COO separation effective date June 16, 2026 Effective date of Randall L. Baker’s separation from Fidelity Bank

10-Q period end June 30, 2026 Quarter-end for Form 10-Q expected to include separation agreement exhibit

Key Terms

Executive Severance Plan, separation agreement, release of claims, Proxy Statement

4 terms

Executive Severance Plan financial

"Mr. Baker is entitled to receive compensation and benefits consistent with a qualifying termination pursuant to the Fidelity Bank Executive Severance Plan"

separation agreement financial

"The Company and the Bank will enter into a separation agreement with Mr. Baker to memorialize the terms of his separation"

A separation agreement is a written contract that spells out the financial and legal terms when an employee and a company part ways, such as final pay, severance, continued benefits, confidentiality, and any release of claims. For investors, it matters because these agreements determine immediate costs, potential future liabilities, and whether departing staff are restricted from competing or disclosing information—factors that can affect a company’s cash flow, risk profile, and leadership continuity.

release of claims regulatory

"which will include a customary release of claims against the Company and the Bank"

Proxy Statement regulatory

"the material terms of which are described in the Company’s most recent Proxy Statement filed with the Securities and Exchange Commission"

A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.

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Understanding 8-K Material Events →

Available on EDGAR 06/22/2026 - 05:28 PM Accepted by SEC EDGAR 06/22/2026 - 05:27 PM Learn about SEC filing dates

FB Bancorp, Inc. /MD/ false 0002013639 0002013639 2026-06-16 2026-06-16

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): June 16, 2026

FB Bancorp, Inc.

(Exact name of registrant as specified in its charter)

Maryland		No. 001-42380		99-1859402
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

353 Carondelet Street, New Orleans, Louisiana				70130
(Address of principal executive offices)				(Zip Code)

(504) 569-8640

(Registrant’s telephone number, including area code)

Not Applicable

(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, par value $0.01 per share		FBLA		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.

On June 16, 2026, Fidelity Bank (the “Bank”) and its holding company FB Bancorp, Inc. (the “Company”) informed Mr. Randall L. Baker, Chief Operating Officer, that he would be separated from the Bank effective as of June 16, 2026. Mr. Baker is entitled to receive compensation and benefits consistent with a qualifying termination pursuant to the Fidelity Bank Executive Severance Plan, the material terms of which are described in the Company’s most recent Proxy Statement filed with the Securities and Exchange Commission. The Company and the Bank will enter into a separation agreement with Mr. Baker to memorialize the terms of his separation, which will include a customary release of claims against the Company and the Bank and will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the period ending June 30, 2026.

Item 9.01 Financial Statements and Exhibits

(d)  Exhibits

Exhibit No.		Description
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

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

				FB BANCORP, INC.
Date: June 22, 2026				By:		/s/ Christopher S. Ferris
						Christopher S. Ferris
						President and Chief Financial Officer

FAQ

What executive change did FB Bancorp (FBLA) disclose on June 16, 2026?

FB Bancorp disclosed that Fidelity Bank’s Chief Operating Officer, Randall L. Baker, was separated from the bank effective June 16, 2026. The filing notes this as a completed action and focuses on related severance and documentation details.

What severance will Randall L. Baker receive from FB Bancorp (FBLA)?

Randall L. Baker is entitled to compensation and benefits consistent with a qualifying termination under the Fidelity Bank Executive Severance Plan. The plan’s material terms were previously described in FB Bancorp’s most recent Proxy Statement filed with the Securities and Exchange Commission.

Will FB Bancorp (FBLA) sign a separation agreement with Randall L. Baker?

FB Bancorp and Fidelity Bank expect to enter into a separation agreement with Randall L. Baker. That agreement will memorialize his separation terms, include a customary release of claims, and be filed as an exhibit to the Form 10‑Q for the quarter ending June 30, 2026.

When is FB Bancorp (FBLA) expected to file details of the COO separation?

The company plans to file the separation agreement with Randall L. Baker as an exhibit to its Quarterly Report on Form 10‑Q for the period ending June 30, 2026. That filing should provide the finalized separation terms and related provisions.

Which subsidiary of FB Bancorp (FBLA) employed Randall L. Baker as COO?

Randall L. Baker served as Chief Operating Officer of Fidelity Bank, the banking subsidiary of FB Bancorp, Inc. The 8‑K states that Fidelity Bank and its holding company jointly informed him of his separation effective June 16, 2026.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 17.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.0 KB