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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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FORM 8-K

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CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): February 21, 2023

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REPUBLIC BANCORP, INC.

(Exact name of registrant as specified in its charter)

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Registrant’s telephone number, including area code: (502) 584-3600

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NOT APPLICABLE
(Former Name or former address, if changed since last report)

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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 (see General Instruction A.2. below):

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☐ 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))

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Securities registered pursuant to Section 12(b) of the Act:

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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).

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Emerging growth company ☐

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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. ☐

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

(e)

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Termination of Cash Bonus Plan for Acquisitions

On February 21, 2023, the Compensation Committee (the “Compensation Committee”) of the Board of Directors of Republic Bancorp, Inc. (the “Company”), who administered the Company’s Cash Bonus Plan for Acquisitions (the “Bonus Plan”), voted to terminate the Bonus Plan effective immediately. Participants in the Bonus Plan could include the Company’s named executive officers.

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The purpose of the Bonus Plan was to financially reward associates of the Company who materially participated in the negotiation, consummation, transition and long-term profitability of acquisitions, whether through asset purchase, stock purchase, merger or other corporate transaction. However, since the effectiveness of the Bonus Plan on November 7, 2012, few grants were made pursuant to the Bonus Plan; therefore, the Compensation Committee decided to terminate the Bonus Plan.

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The foregoing description of the Bonus Plan is a summary only and is qualified in its entirety by reference to the complete text of the Bonus Plan, a copy of which is attached hereto as Exhibit 10.1 and incorporated into this Item 5.02 by reference.

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Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

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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.

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