PRA GROUP INC appointed Vikram A. Atal as new CEO

Item 5.02 Departure of Directors or Certain Officers; Appointment of Principal Officers


Chief Executive Officer Transition


On March 22, 2023, the Board of Directors ("Board") of PRA Group, Inc. (the "Company") approved the termination without cause of Kevin P. Stevenson's employment as the Company's President and Chief Executive Officer effective March 27, 2023 consistent with the terms of the existing employment agreement between the Company and Mr. Stevenson (the "Stevenson Employment Agreement"). In connection with his termination, Mr. Stevenson resigned from the Board effective March 27, 2023. Mr. Stevenson's termination was not the result of any dispute or disagreement with the Company or management, nor due to the Company's recent settlement with the U.S. Consumer Financial Protection Bureau ("CFPB").


On March 22, 2023, the Board also appointed Vikram A. Atal, a member of the Board since 2015, as the Company's President and Chief Executive Officer effective March 27, 2023.


Mr. Atal, age 67, has served as President of Atal Advisers, LLC ("Atal Advisers") since 2013, when he formed the business and strategy consulting firm. Since 2016, he has also served as Senior Advisor to McKinsey and Company, Inc., covering the banking, payments, consumer lending and analytics domains. Prior to forming Atal Advisers, Mr. Atal served in executive roles with increasing responsibility with Citigroup, Inc. ("Citigroup") (NYSE) for 27 years, including as Executive Vice President for Citigroup's global consumer bank from 2008 to 2013, where he shaped the consumer bank as an information-centric enterprise, leveraged analytics and data to drive growth, and oversaw loss mitigation efforts related to Citigroup's high-risk consumer portfolio through the global financial crisis; as Chairman and Chief Executive Officer for Citi Cards' branded and retail partner cards franchise in North America; and as leader of partnership programs for Citi Cards, serving as CFO of the U.S. cards franchise and overseeing Securities and Exchange Commission ("SEC"), regulatory and business financial reporting.


There are no arrangements or understandings between Mr. Atal and any other persons pursuant to which he was selected as President and Chief Executive Officer. There are no family relationships between Mr. Atal and any director or executive officer of the Company, and Mr. Atal has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.


Separation Arrangements with Former Chief Executive Officer


Mr. Stevenson will receive separation payments that are consistent with the terms of the Stevenson Employment Agreement. See the Company's Current Report on Form 8-K filed with the SEC on December 23, 2020, for further information. In connection with his termination, Mr. Stevenson provided the Company with a general release of claims and will remain subject to certain non-compete and non-solicitation provisions for a period of time following his separation from the Company.


Compensation of New Chief Executive Officer 


In connection with Mr. Atal's appointment as the Company's President and CEO, the Board of Directors approved the following compensation for Mr. Atal: (1) an annual base salary of $950,000 along with other perquisites and benefits provided to Company employees, (2) an award of restricted stock units valued at $1,500,000, which will vest ratably over a three-year period beginning with the first anniversary of the grant date and (3) eligibility to receive an annual bonus in accordance with the Company's Annual Bonus Plan with a target opportunity of $950,000. The foregoing description of Mr. Atal's compensation arrangement is qualified in its entirety by reference to the full description of his compensation which will be filed as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2023.


The Company's Annual Bonus Plan and other executive compensation programs are described in further detail in the "Compensation Discussion and Analysis" section of the Company's proxy statement for its 2022 Annual Meeting of Shareholders (filed with the SEC on April 28, 2022), which discussion is incorporated into this Item 5.02 by reference.