USBC CFO Kitty Payne to take finance role at Vast Bank

Rhea-AI Filing Summary

USBC, Inc. (USBC) reported a Chief Financial Officer transition. On August 21, 2026, Kitty Payne informed the company she will move from serving as USBC’s CFO to become Chief Financial Officer of Vast Bank, N.A., an affiliated national bank headquartered in Tulsa, Oklahoma.

Ms. Payne will begin her new role at Vast Bank effective August 31, 2026. The company states that her move reflects the continued advancement of its tokenized deposit initiative, with Vast Bank serving as the initial issuing bank. USBC notes that her decision does not result from any disagreement regarding its operations, policies, or practices and that a successor CFO has been identified and will be announced separately.

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, or exhibit attachments filed with this report.

Key Figures

Notification date of CFO transition: August 21, 2026 Effective date of new CFO role at Vast Bank: August 31, 2026 Exhibit number: 104

3 metrics

Notification date of CFO transition August 21, 2026 Date Kitty Payne informed USBC of her intention to transition roles

Effective date of new CFO role at Vast Bank August 31, 2026 Date Ms. Payne will begin serving as Chief Financial Officer of Vast Bank, N.A.

Exhibit number 104 Cover Page Interactive Data File embedded within the Inline XBRL document

Key Terms

tokenized deposit initiative, forward-looking statements, Private Securities Litigation Reform Act of 1995

3 terms

tokenized deposit initiative financial

"reflects the continued advancement of the Company's tokenized deposit initiative"

forward-looking statements regulatory

"contains “forward-looking statements” within the meaning of the Private"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

Private Securities Litigation Reform Act of 1995 regulatory

"within the meaning of the Private Securities Litigation Reform Act of 1995"

FAQ

What executive change did USBC (USBC) announce in this 8-K?

USBC announced that Chief Financial Officer Kitty Payne will transition from her role at USBC to become Chief Financial Officer of Vast Bank, N.A., an affiliated national bank. USBC has identified her successor as CFO and plans to announce that appointment separately.

When will Kitty Payne’s new role at Vast Bank take effect?

Kitty Payne will begin serving as Chief Financial Officer of Vast Bank, N.A. effective August 31, 2026. She notified USBC of her intention to transition roles on August 21, 2026.

Did USBC (USBC) indicate any disagreement behind the CFO’s decision to transition?

USBC states that Kitty Payne’s decision to transition to Vast Bank is not the result of any disagreement with the company on matters relating to its operations, policies, or practices.

How is Vast Bank related to USBC (USBC)?

Vast Bank, N.A. is described as a wholly-owned subsidiary of Vast Holdings, Inc., an affiliated entity that is also majority-owned by USBC’s Chairman and CEO, Robert Gregory Kidd. Vast Bank is a national bank chartered by the Office of the Comptroller of the Currency.

How does the CFO change relate to USBC’s tokenized deposit initiative?

USBC states that Kitty Payne’s transition reflects the continued advancement of its tokenized deposit initiative and will allow her to support Vast Bank as the initial issuing bank for that initiative.

Has USBC (USBC) named a successor Chief Financial Officer?

USBC reports that it has identified Ms. Payne’s successor as Chief Financial Officer and expects to announce the appointment separately. No name or further details are provided in this report.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/24/2026 - 09:03 AM Accepted by SEC EDGAR 08/24/2026 - 09:02 AM Learn about SEC filing dates

0001074828FALSE00010748282026-08-212026-08-21

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): August 21, 2026

USBC, INC.

(Exact name of registrant as specified in its charter)

Nevada

001-37479

90-0273142

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

300 E 2nd Street, 15th Floor, Reno, NV						89501
(Address of principal executive offices)						(Zip Code)

775-239-7673

(Registrant's telephone number, including area code)

(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 $0.001

USBC

NYSE American LLC

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

Item 5.02(b) Chief Financial Officer Transition

On August 21, 2026, Kitty Payne notified USBC, Inc. (the "Company") of her intention to transition from the position of Chief Financial Officer of the Company to the position of Chief Financial Officer of Vast Bank, N.A., a wholly-owned subsidiary of Vast Holdings, Inc., an affiliated entity that is also majority-owned by the Company’s Chairman and CEO, Robert Gregory Kidd.

Ms. Payne notified the Company that she will begin serving as Chief Financial Officer of Vast Bank, a national bank chartered by the Office of the Comptroller of the Currency and headquartered in Tulsa, Oklahoma, effective August 31, 2026.

Ms. Payne’s transition to the role of Chief Financial Officer of Vast Bank reflects the continued advancement of the Company's tokenized deposit initiative, and will allow her to bring her experience to support Vast Bank as the initial issuing bank of the initiative. Her decision is not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices.

The Company has identified Ms. Payne's successor and expects to announce the appointment separately.

Forward-Looking Statements

This Current Report on Form 8-K contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on current expectations and assumptions that are subject to risks and uncertainties, which may cause actual results to differ materially from those expressed or implied in such statements, more fully detailed in the section captioned “Risk Factors” in the Company’s most recent Annual Report on Form 10-K for the transition period ended December 31, 2025, Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2026, Current Reports on Form 8-K, and other reports filed with the SEC from time to time. As a result of these matters, changes in facts, assumptions not being realized, or other circumstances, the Company’s actual results may differ materially from those expressed or implied in such statements. Forward-looking statements contained in this Current Report are only made as of this date, and the Company undertakes no duty to update such information after the date of this Current Report except as required under applicable law.

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, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

			USBC, INC.
Date: August 24, 2026			By:			/s/ Robert Gregory Kidd
			Name:			Robert Gregory Kidd
			Title:			Chief Executive Officer
						(Principal Executive Officer)

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.7 KB