Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · Regulation FD Disclosure
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers Appointment of New EVP - Chief Financial Officer On October 30, 2025, Upbound Group, Inc. (the “Company”) announced that Mr. Hal Khouri will join the Company as its Executive Vice President - Chief Financial Officer effective November 10, 2025. Mr.…
Filed Oct 30, 2025Accepted Oct 30, 2025, 7:29 AM EDTCIK 933036Accession 0001104659-25-104014
Upbound Group, Inc. (NASDAQ: UPBD), is a technology and data-driven leader in accessible and inclusive financial solutions that address the evolving needs and aspirations of underserved consumers. The Company’s customer-facing operating units include industry-leading brands such as Acima®, Brigit™, and Rent-A-Center® that facilitate consumer transactions across a wide range of store-based and digital channels, including over 2,300 company branded retail units across the United States, Mexico and Puerto Rico. Upbound Group, Inc. is headquartered in Plano, Texas. For additional information about the Company, please visit our website Upbound.com.
Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 5.02Item 5.02 - Departure/Election of Directors
Item 5.02 Departure of Directors or Certain
Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Appointment of New EVP - Chief Financial Officer
On October 30, 2025, Upbound
Group, Inc. (the “Company”) announced that Mr. Hal Khouri will join the Company as its Executive Vice
President - Chief Financial Officer effective November 10, 2025. Mr. Khouri will assume the Chief Financial Officer role
from Mr. Fahmi Karam, the Company's Chief Executive Officer, who has also been serving as the Company’s Chief Financial
Officer since June 2025. Mr. Khouri will report directly to Mr. Karam.
Mr. Khouri, age 55, has over 30 years of
experience in consumer-based banking, financial services, leasing, retail, consulting and government service. From August 2019 through
November 2025, Mr. Khouri served as the Executive Vice President and Chief Financial Officer of goeasy Ltd. (TSX: GSY), one
of Canada’s leading providers of non-prime consumer leasing and lending solutions, offering a full suite of products including unsecured
and secured loans as well as point-of-sale-financing in automobile, powersports, retail and healthcare verticals through an omnichannel
delivery network. Prior to his appointment at goeasy in 2019, Mr. Khouri was the Chief Financial Officer of Walmart Canada Bank (now
known as Fairstone Bank of Canada). He has also held the position of Chief Financial Officer at JPMorgan Chase Canada Bank and previous
senior roles at MBNA Canada, Deloitte, and the Ontario Ministry of Finance. Mr. Khouri holds a Bachelor of Commerce degree in Accounting
from the University of Ottawa and is a Chartered Public Accountant.
In connection with his appointment, the Company
entered into an offer letter with Mr. Khouri (the “Offer Letter”). Pursuant to the Offer Letter, Mr. Khouri
will receive (1) an annual base salary of $675,000, (2) starting March 2026 (for the 2025 fiscal year, which will be prorated
based on an assumed nine months of service), an annual cash incentive bonus with a target opportunity equal to 60% of Mr. Khouri’s
base salary, (3) a one-time Long Term Incentive Plan sign-on award in restricted stock units valued at $1,500,000 that will vest
pro rata over three years in equal annual installments, and starting in February 2026, eligibility to participate in the Company’s
Long Term Incentive Program with an annual award amount equal to 170% of his base salary, and (4) eligibility to participate in benefit
plans and programs (e.g., medical, dental, life insurance, 401(k) and Deferred Compensation Plan) that the Company provides generally
to other senior executives. Mr. Khouri will also receive relocation assistance. Mr. Khouri will enter into an EVP Executive
Transition Agreement with the Company upon his start date, which provides specified payments and benefits upon an involuntary termination
of employment, subject to the terms and conditions of the Executive Transition Agreement.
There are no arrangements or understandings between
Mr. Khouri and any other persons pursuant to which he was selected as Executive Vice President - Chief Financial Officer, and Mr. Khouri
has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure.
On October 30, 2025, the Company issued
a press release announcing the appointment of a new Executive Vice President - Chief Financial Officer, as described in Item
5.02 in this Current Report on Form 8-K. A copy of the press release is furnished herewith as Exhibit 99.1 and is
incorporated herein by reference. The information contained in this paragraph, as well as Exhibit 99.1 referenced herein, shall
not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed
incorporated by reference in any filing under the Securities Act of 1933.
Filed exhibits (1)
EX-99.1 (by filename) tm2529442d1_ex99-1.htm
EX-99.1
2
tm2529442d1_ex99-1.htm
EXHIBIT 99.1
Exhibit 99.1
Upbound Group, Inc. Announces Appointment
of Hal Khouri as EVP and Chief Financial Officer
PLANO, Texas--(BUSINESS WIRE) - October 30, 2025 -- Upbound
Group, Inc. (the "Company" or "Upbound") (NASDAQ: UPBD), a technology and data-driven leader in accessible and
inclusive financial solutions that address the evolving needs and aspirations of underserved consumers, today announced that Mr. Hal
Khouri will join the Company as its Executive Vice President - Chief Financial Officer effective November 10, 2025. Mr. Khouri
will assume the Chief Financial Officer role from Mr. Fahmi Karam, Chief Executive Officer, who has also been serving as the Company’s
Chief Financial Officer since June 2025. Mr. Khouri will report directly to Mr. Karam.
Mr. Khouri has over 30 years of experience in consumer-based banking,
financial services, leasing, retail, consulting and government service. He is a seasoned chief financial officer with an extensive background
in driving corporate growth and shareholder return through strategic financial governance and stewardship. Mr. Khouri is also a proven
leader in the areas of audit, taxation, cor…