COO to depart Resources Connection (NASDAQ: RGP) with severance

Rhea-AI Filing Summary

Resources Connection, Inc. has agreed on the planned departure of Chief Operating Officer Bhadreskumar Patel, whose last day will be May 15, 2026. He will continue to receive his current salary until that date.

Under a Separation and General Release Agreement, Mr. Patel will receive a lump-sum cash payment of $1,650,000, a lump-sum payment approximating 18 months of COBRA healthcare costs, and accelerated vesting of all outstanding unvested equity awards, including performance-based units at target, plus the full term to exercise stock options. The company does not expect to appoint a new COO; presidents of business units will instead report directly to CEO Roger Carlile.

Insights

Corporate governance analyst

Planned COO exit with sizable but contractual severance.

The company discloses a scheduled departure of its Chief Operating Officer, with employment ending on May 15, 2026. The separation is framed as a termination without “Cause,” triggering benefits already provided for in the prior employment agreement.

Severance includes a lump-sum cash payment of $1,650,000, an additional lump sum approximating 18 months of COBRA healthcare costs, and accelerated vesting of all outstanding unvested equity awards at target levels, plus full stock option terms. These terms indicate a meaningful one-time compensation charge but follow pre-agreed contractual mechanics.

Operationally, the company does not plan to appoint another COO. Instead, business unit presidents will report directly to CEO Roger Carlile after the separation date. Future disclosures in regular reports can clarify how this simplified reporting structure affects execution and oversight.

0001084765FALSE00010847652026-03-032026-03-03

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 3, 2026

RESOURCES CONNECTION, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

0-32113

33-0832424

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

15950 North Dallas Parkway, Suite 330, Dallas, Texas 75248

(Address of Principal Executive Offices) (Zip Code)

Registrant’s Telephone Number, Including Area Code: (214) 777-0600

(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:

o						Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o						Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o						Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o						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

RGP

The Nasdaq Stock Market LLC

(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 (§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 o

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. o

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

On March 3, 2026, Resources Connection, Inc. (the “Company”) entered into a Separation and General Release Agreement with Bhadreskumar Patel, the Company’s Chief Operating Officer, (the “Separation Agreement”) that provides the last day of Mr. Patel’s employment by the Company will be May 15, 2026 (the “Separation Date”). The Company will continue to pay Mr. Patel his current salary through the Separation Date. The Company does not expect to appoint another Chief Operating Officer to replace Mr. Patel. The Presidents of the Company’s business units (who currently report to Mr. Patel) will report directly to the Company’s Chief Executive Officer, Roger Carlile, following the Separation Date.

The Separation Agreement provides that Mr. Patel will be eligible for the severance benefits provided under his Employment Agreement with the Company, dated April 3, 2024, for a termination of his employment by the Company without “Cause.” Specifically, the Separation Agreement provides that Mr. Patel will receive the following severance benefits, provided he executes and delivers a general release of claims in favor of the Company: (1) a lump sum cash payment of $1,650,000 (equal to one and one-half times the sum of his annual base salary and annual target bonus opportunity), to be paid within sixty days following the Separation Date; (2) a lump sum cash payment that approximates Mr. Patel’s cost to continue healthcare coverage under COBRA for eighteen months following the Separation Date, to be paid within sixty days following the Separation Date; and (3) accelerated vesting of all of Mr. Patel’s then-outstanding and unvested Company equity awards, including restricted stock units and performance-based restricted stock units (with performance-based restricted stock units vesting at the applicable “target” number of shares subject to the award), and the full term to exercise any outstanding Company stock options.

The foregoing summary of the Separation Agreement is qualified in its entirety by reference to the full text of the Separation Agreement, which is attached hereto as Exhibit 10.1, and is incorporated in this Item 5.02 by reference.

Item 9.01    Financial Statements and Exhibits.

(d)Exhibits

Exhibit No.						Description
10.1						Separation and General Release Agreement between the Company and Bhadreskumar Patel, dated as of March 3, 2026.
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.

			RESOURCES CONNECTION, INC.
Date: March 4, 2026			By:			/s/ ROGER CARLILE
						Roger Carlile
						President and Chief Executive Officer

FAQ

What executive change did Resources Connection (RGP) announce?

Resources Connection announced that Chief Operating Officer Bhadreskumar Patel will leave the company, with his last day of employment on May 15, 2026. Until then, he will continue to receive his current salary and remain employed under a Separation and General Release Agreement.

What severance will RGP COO Bhadreskumar Patel receive on departure?

Upon his May 2026 departure, COO Bhadreskumar Patel will receive a lump-sum cash payment of $1,650,000, a lump sum approximating 18 months of COBRA healthcare costs, accelerated vesting of all unvested equity awards at target, and the full term to exercise any outstanding stock options.

Will Resources Connection appoint a new Chief Operating Officer after Patel leaves?

Resources Connection does not expect to appoint another Chief Operating Officer after Bhadreskumar Patel’s departure. Instead, the presidents of the company’s business units, who previously reported to the COO, will report directly to Chief Executive Officer Roger Carlile following the separation date.

How will reporting lines change at RGP after the COO’s departure?

After the separation date, Resources Connection’s business unit presidents, who currently report to COO Bhadreskumar Patel, will report directly to CEO Roger Carlile. This change effectively removes a management layer, aligning business unit leadership more directly with the company’s chief executive.

When will RGP COO Bhadreskumar Patel receive his severance payments?

The separation agreement states that Bhadreskumar Patel’s severance cash payments, including the $1,650,000 lump sum and the COBRA-related lump sum, will be paid within sixty days following his separation date of May 15, 2026, subject to his execution of a general release of claims.

What happens to Bhadreskumar Patel’s equity awards at Resources Connection?

Under the separation agreement, all of Bhadreskumar Patel’s then-outstanding and unvested equity awards will vest, including restricted stock units and performance-based units at the target share level. He will also retain the full term to exercise any outstanding company stock options.

Filing Exhibits & Attachments

5 documents

Agreements & Contracts

• EX-10.1 EX-10.1 86.1 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.0 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 14.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 26.3 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 15.6 KB