8-K: Amerant Bancorp Names Interim CEO, Board Chair Amid Leadership Shift

Amerant Bancorp Inc. announced that CEO Jerry Plush has stepped down, with Carlos Iafigliola appointed Interim CEO and Odilon Almeida Jr. named Board Chair.

Summary

• Jerry Plush and the Board mutually agreed for him to step down as President and Chief Executive Officer of Amerant Bancorp Inc., effective November 5, 2025.
• Mr. Plush will receive payments as per his Amended and Restated Employment Agreement for a termination without cause, contingent on executing a release of claims and complying with covenants.
• His departure is not related to any disagreement regarding Amerant's policies or ethical or compliance concerns.
• Carlos Iafigliola, the current Senior Executive Vice President and Chief Operating Officer, has been appointed Interim Chief Executive Officer, effective November 5, 2025.
• Mr. Iafigliola, 49, has been with Amerant since 2004, previously serving as CFO and COO, and has experience in loan and deposit operations, technology, and treasury management.
• Odilon Almeida Jr., the company's current Lead Independent Director, has been appointed Board Chair, effective November 5, 2025.
• The Board will conduct a search for a permanent CEO with the support of a leading global executive search firm, considering both internal candidates, including Mr. Iafigliola, and external candidates.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. While a CEO departure can introduce uncertainty, the mutual agreement, the appointment of an experienced internal interim CEO with a strong track record, and the clear plan for a permanent CEO search mitigate negative sentiment. The focus on strategic growth, operational efficiency, and risk management is positive.

Positives

• The leadership transition was mutually agreed upon, indicating a potentially smoother change.
• Interim CEO Carlos Iafigliola has extensive internal experience, having been with Amerant since 2004 and previously serving as COO and CFO, providing continuity and deep institutional knowledge.
• Mr. Iafigliola has a strong track record, including successfully leading the Bank's Core Conversion, selling the Houston franchise, streamlining operations, and advancing digital transformation.
• The Board expressed confidence in Mr. Iafigliola's ability to drive strategy, enhance risk management, and improve the cost structure of the Bank.
• A clear plan is in place for identifying a permanent CEO, involving a global executive search firm and considering both internal and external candidates, ensuring a thorough selection process.

Negatives

• The departure of an experienced CEO, Jerry Plush, who was credited with implementing a 'relationship-first approach' and significantly elevating Amerant's brand awareness, introduces an element of change.
• The period of interim leadership, while managed by an experienced executive, inherently carries some uncertainty until a permanent CEO is appointed.

Risks

• The filing refers to 'Risk factors in our annual report on Form 10-K for the fiscal year ended December 31, 2024 filed on March 5, 2025 (the 2024 Form 10-K), and in our other filings with the U.S. Securities and Exchange Commission (the SEC).' No specific risks are detailed in this 8-K.

Future Outlook

The company expects to advance its growth strategy, improve operational efficiency, and enhance risk management. The Board is confident the interim CEO will drive the execution of this strategy, with a particular focus on improving the cost structure of the Bank and achieving sustainable and profitable growth.

Management Comments

• "After careful consideration, the Board and Jerry mutually determined that now is the right time to make this leadership transition. The foundation of the Banks multi-year transformation has been established and the Board expects that this change will enable Amerant to advance its growth strategy while improving operational efficiency, supported by a robust risk management culture." Odilon Almeida Jr., Board Chair.
• "On behalf of the Board, we thank Jerry for his years of service and contributions to Amerant, including implementing our relationship-first approach with our customers, while significantly elevating Amerants brand awareness in the markets we serve." Odilon Almeida Jr., Board Chair.
• "As we look to the next chapter in Amerants transformation and growth, we are excited for Carlos to step into this leadership role. He is well-equipped to lead the Company, given his years of experience with the Bank and his vast knowledge of the business. The Board is confident that Carlos will drive the execution of our strategy, with a particular focus on enhancing risk management and improving the cost structure of the Bank." Odilon Almeida Jr., Board Chair.
• "I am honored to be named Interim CEO of Amerant to help lead the Bank through its next phase of sustainable and profitable growth. Since I joined Amerant in 2004, the Bank has gone through significant change that has strengthened its foundation. I look forward to working closely with the executive team and the Board to build on our strong base and achieve the strategic and financial performance we know we are capable of as the bank of choice in the markets we serve." Carlos Iafigliola, Interim CEO.

Industry Context

This leadership transition within Amerant Bancorp Inc., a regional bank, aligns with broader trends in the financial services industry where companies frequently adjust executive leadership to refresh strategic direction or operational focus. The emphasis on 'digital transformation,' 'operational modernization,' 'risk management,' and 'improving cost structure' reflects the industry's ongoing adaptation to technological advancements, regulatory pressures, and the pursuit of efficiency gains in a competitive banking landscape.

Management Changes

Corporate Governance

Stakeholder Impact

• Shareholders: Potential for short-term uncertainty due to the CEO change, but mitigated by the appointment of an experienced internal interim leader and a clear, structured search process for a permanent CEO. The stated focus on 'sustainable and profitable growth,' 'enhancing risk management,' and 'improving cost structure' could be viewed positively long-term.
• Employees: A leadership change may bring new strategic priorities or operational adjustments. The interim CEO's long tenure within the company (since 2004) might provide a sense of stability and familiarity.
• Customers: The company aims to continue building on its 'relationship-first approach' and become the 'bank of choice,' suggesting continuity in customer focus and service.
• Creditors: The emphasis on a 'robust risk management culture' and 'improving cost structure' could be viewed favorably by creditors, indicating a focus on financial prudence and stability.

Next Steps

• The Board, with the support of a leading global executive search firm, will conduct a search to identify a permanent CEO.
• The search is expected to include external candidates and Mr. Iafigliola.
• The interim CEO and management team are expected to take all necessary actions to ensure meaningful progress on the company's strategy during the interim period.

Key Dates

Recommendation

The departure of a CEO, even if mutually agreed, introduces an element of uncertainty into a company's strategic direction and operational execution. However, the appointment of an experienced internal executive as interim CEO, coupled with a structured search for a permanent leader, provides a degree of stability and continuity. The company's stated focus on strategic growth, operational efficiency, and enhanced risk management is positive. Investors should hold to observe the interim CEO's performance and the outcome of the permanent CEO search before making further investment decisions. The absence of specific financial updates in this filing also warrants a cautious 'hold' stance.

Keywords

Amerant Bancorp, AMTB, CEO transition, Interim CEO, Carlos Iafigliola, Jerry Plush, Board Chair, Odilon Almeida Jr., corporate governance, financial services, banking, executive change