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Bancfirst Corp./OK – ‘10-K’ for 12/31/23 – ‘EX-97’

On:  Tuesday, 2/27/24, at 1:53pm ET   ·   For:  12/31/23   ·   Accession #:  950170-24-20908   ·   File #:  0-14384

Previous ‘10-K’:  ‘10-K’ on 2/24/23 for 12/31/22   ·   Latest ‘10-K’:  This Filing   ·   11 References:   

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  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 2/27/24  Bancfirst Corp./OK                10-K       12/31/23  143:34M                                    Donnelley … Solutions/FA

Annual Report   —   Form 10-K   —   SEA’34

Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 10-K        Annual Report                                       HTML   7.80M 
 2: EX-14       Code of Ethics                                      HTML     55K 
 3: EX-21.1     Subsidiaries List                                   HTML     44K 
 4: EX-23.1     Consent of Expert or Counsel                        HTML     43K 
 8: EX-97       Clawback Policy re: Recovery of Erroneously         HTML     43K 
                Awarded Compensation                                             
 5: EX-31.1     Certification -- §302 - SOA'02                      HTML     48K 
 6: EX-31.2     Certification -- §302 - SOA'02                      HTML     48K 
 7: EX-32       Certification -- §906 - SOA'02                      HTML     44K 
10: R1          Document and Entity Information                     HTML    114K 
11: R2          Consolidated Balance Sheets                         HTML    139K 
12: R3          Consolidated Balance Sheets (Parenthetical)         HTML     66K 
13: R4          Consolidated Statements of Comprehensive Income     HTML    177K 
14: R5          Consolidated Statements of Comprehensive Income     HTML     53K 
                (Parenthetical)                                                  
15: R6          Consolidated Statements of Stockholders' Equity     HTML     95K 
16: R7          Consolidated Statements of Stockholders' Equity     HTML     44K 
                (Parenthetical)                                                  
17: R8          Consolidated Statements of Cash Flow                HTML    176K 
18: R9          Pay vs Performance Disclosure                       HTML     54K 
19: R10         Insider Trading Arrangements                        HTML     51K 
20: R11         Description of Business and Summary of Significant  HTML    121K 
                Accounting Policies                                              
21: R12         Recent Developments, Including Mergers and          HTML     51K 
                Acquisitions                                                     
22: R13         Cash, Due from Banks, Interest-Bearing Deposits     HTML     52K 
                and Federal Funds Sold                                           
23: R14         Securities                                          HTML    379K 
24: R15         Loans Held for Investment and Allowance for Credit  HTML   1.90M 
                Losses on Loans                                                  
25: R16         Premises and Equipment, Net and Other Assets        HTML     87K 
26: R17         Intangible Assets and Goodwill                      HTML    150K 
27: R18         Deposits                                            HTML     80K 
28: R19         Short-Term Borrowings                               HTML     61K 
29: R20         Line of Credit                                      HTML     47K 
30: R21         Subordinated Debt                                   HTML     54K 
31: R22         Income Taxes                                        HTML    164K 
32: R23         Stock-Based Compensation                            HTML    201K 
33: R24         Retirement Plans                                    HTML     65K 
34: R25         Stockholders' Equity                                HTML    456K 
35: R26         Net Income Per Common Share                         HTML     84K 
36: R27         Condensed Parent Company Financial Statements       HTML    215K 
37: R28         Related Party Transactions                          HTML     48K 
38: R29         Commitments and Contingent Liabilities              HTML     57K 
39: R30         Leases                                              HTML     86K 
40: R31         Fair Value Measurements                             HTML    260K 
41: R32         Derivative Financial Instruments                    HTML    121K 
42: R33         Segment Information                                 HTML    270K 
43: R34         Description of Business and Summary of Significant  HTML    176K 
                Accounting Policies (Policies)                                   
44: R35         Cash, Due from Banks, Interest-Bearing Deposits     HTML     50K 
                and Federal Funds Sold (Tables)                                  
45: R36         Securities (Tables)                                 HTML    386K 
46: R37         Loans Held for Investment and Allowance for Credit  HTML   1.88M 
                Losses on Loans (Tables)                                         
47: R38         Premises and Equipment, Net and Other Assets        HTML     67K 
                (Tables)                                                         
48: R39         Intangible Assets and Goodwill (Tables)             HTML    154K 
49: R40         Deposits (Tables)                                   HTML     83K 
50: R41         Short-Term Borrowings (Tables)                      HTML     60K 
51: R42         Income Taxes (Tables)                               HTML    162K 
52: R43         Stock-Based Compensation (Tables)                   HTML    194K 
53: R44         Retirement Plans (Tables)                           HTML     59K 
54: R45         Stockholders' Equity (Tables)                       HTML    451K 
55: R46         Net Income Per Common Share (Tables)                HTML     86K 
56: R47         Condensed Parent Company Financial Statements       HTML    217K 
                (Tables)                                                         
57: R48         Commitments and Contingent Liabilities (Tables)     HTML     53K 
58: R49         Leases (Tables)                                     HTML     80K 
59: R50         Fair Value Measurements (Tables)                    HTML    238K 
60: R51         Derivative Financial Instruments (Tables)           HTML    122K 
61: R52         Segment Information (Tables)                        HTML    264K 
62: R53         Description of Business and Summary of Significant  HTML    118K 
                Accounting Policies - Additional Information                     
                (Detail)                                                         
63: R54         Recent Developments Including Mergers and           HTML     84K 
                Acquisitions - Additional Information (Detail)                   
64: R55         Cash Due from Banks, Interest-Bearing Deposits and  HTML     44K 
                Federal Funds Sold - Summary of Vault Cash and                   
                Funds on Deposit with Federal Reserve Bank                       
                (Detail)                                                         
65: R56         Securities - Summary of Amortized Cost and          HTML     60K 
                Estimated Fair Values of Debt Securities Held for                
                Investment (Detail)                                              
66: R57         Securities - Summary of Amortized Cost and          HTML     74K 
                Estimated Fair Values of Debt Securities Available               
                for Sale (Detail)                                                
67: R58         Securities - Additional Information (Detail)        HTML     61K 
68: R59         Securities - Maturity of Debt Securities (Detail)   HTML     97K 
69: R60         Securities - Company's Book Value of Pledged Debt   HTML     47K 
                Securities (Detail)                                              
70: R61         Securities - Proceeds from Sales and Realized       HTML     47K 
                Losses on Available for Sale Debt Securities                     
                (Details)                                                        
71: R62         Securities - Summary of Debt Securities with        HTML     89K 
                Unrealized Losses, Segregated by Duration of                     
                Unrealized Loss (Detail)                                         
72: R63         Loans Held for Investment and Allowance for Credit  HTML     72K 
                Losses on Loans - Summary of Loans Held for                      
                Investment by Portfolio Segment (Detail)                         
73: R64         Loans Held for Investment and Allowance for Credit  HTML     44K 
                Losses on Loans - Summary of Loans Held for                      
                Investment by Portfolio Segment (Parenthetical)                  
                (Detail)                                                         
74: R65         Loans Held for Investment and Allowance for Credit  HTML     77K 
                Losses on Loans - Additional Information (Detail)                
75: R66         Loans Held for Investment and Allowance for Credit  HTML     68K 
                Losses on Loans - Schedule of Portfolio Segments                 
                Weighted Average Life, and Measures the Allowance                
                for Credit Losses (Detail)                                       
76: R67         Loans Held for Investment and Allowance for Credit  HTML     44K 
                Losses on Loans - Summary of Other Real Estate                   
                Owned and Repossessed Assets (Detail)                            
77: R68         Loans Held for Investment and Allowance for Credit  HTML     48K 
                Losses on Loans - Summary of Rental Income and                   
                Operating Expenses (Details)                                     
78: R69         Loans Held for Investment and Allowance for Credit  HTML     70K 
                Losses on Loans - Summary of Amounts Included in                 
                Nonaccrual Loans Segregated by Portfolio Segment                 
                (Detail)                                                         
79: R70         Loans Held for Investment and Allowance for Credit  HTML    150K 
                Losses on Loans - Age Analysis of Loans Held for                 
                Investments (Detail)                                             
80: R71         Loans Held for Investment and Allowance for Credit  HTML    259K 
                Losses on Loans - Gross Loans Held for Investment                
                by Year of Origination and Internally Assigned                   
                Credit Grades (Detail)                                           
81: R72         Loans Held for Investment and Allowance for Credit  HTML     95K 
                Losses on Loans - Gross Charges-offs by Year of                  
                Orgination (Details)                                             
82: R73         Loans Held for Investment and Allowance for Credit  HTML    103K 
                Losses on Loans - Activity in Allowance for Credit               
                Losses on Loans (Detail)                                         
83: R74         Loans Held for Investment and Allowance for Credit  HTML     50K 
                Losses on Loans - Purchased Credit Deteriorated                  
                Loans (Detail)                                                   
84: R75         Loans Held for Investment and Allowance for Credit  HTML    111K 
                Losses on Loans - Collateral-dependent Gross Loans               
                Held for Investment by Collateral Type and Related               
                Specific Allocation (Detail)                                     
85: R76         Loans Held for Investment and Allowance for Credit  HTML     50K 
                Losses on Loans - Transfers from Loans and                       
                Premises and Equipment to Other Real Estate Owned,               
                Repossessed Assets and Other Assets (Detail)                     
86: R77         Loans Held for Investment and Allowance for Credit  HTML     49K 
                Losses on Loans - Related Party Loans (Detail)                   
87: R78         Premises and Equipment, Net and Other Assets -      HTML     67K 
                Summary of Premises and Equipment by                             
                Classification (Detail)                                          
88: R79         Premises and Equipment, Net and Other Assets -      HTML     73K 
                Additional Information (Detail)                                  
89: R80         Intangible Assets and Goodwill - Summary of         HTML     55K 
                Intangible Assets (Detail)                                       
90: R81         Intangible Assets and Goodwill - Additional         HTML     48K 
                Information (Detail)                                             
91: R82         Intangible Assets and Goodwill - Estimated          HTML     53K 
                Amortization of Intangible Assets (Detail)                       
92: R83         Intangible Assets and Goodwill - Summary of         HTML     66K 
                Goodwill by Business Segment (Detail)                            
93: R84         Deposits - Summary of Year-end deposits (Detail)    HTML     52K 
94: R85         Deposits - Summary of Scheduled Maturities of all   HTML     57K 
                Time Deposits (Detail)                                           
95: R86         Deposits - Summary of time Deposits Meet or Exceed  HTML     44K 
                Current Federal Deposit Insurance Corporation                    
                Insurance Limit for Periods Presented (Detail)                   
96: R87         Deposits - Additional Information (Detail)          HTML     44K 
97: R88         Short-Term Borrowings - Summary of Short-Term       HTML     56K 
                Borrowings (Detail)                                              
98: R89         Line of Credit - Additional Information (Detail)    HTML     70K 
99: R90         Subordinated Debt - Additional Information          HTML     92K 
                (Detail)                                                         
100: R91         Income Taxes - Components of the Company's Income   HTML     55K  
                Tax Expense (Benefit) (Detail)                                   
101: R92         Income Taxes - Additional Information (Detail)      HTML     54K  
102: R93         Income Taxes - Reconciliation of Tax Expense at     HTML     73K  
                the Federal Statutory Tax Rate (Detail)                          
103: R94         Income Taxes - Summary of Net Deferred Tax Asset    HTML     75K  
                Reported in Other Assets (Detail)                                
104: R95         Stock-Based Compensation - Additional Information   HTML    100K  
                (Detail)                                                         
105: R96         Stock-Based Compensation - Summary of Activity      HTML     49K  
                Under RSU Plan (Details)                                         
106: R97         Stock-Based Compensation - Summary of Accumulated   HTML     45K  
                Stock Units (Detail)                                             
107: R98         Stock-Based Compensation - Summary of Activity      HTML     77K  
                Under Stock Option Plan (Detail)                                 
108: R99         Stock-Based Compensation - Options Exercised Under  HTML     49K  
                Stock Option Plan (Detail)                                       
109: R100        Stock-Based Compensation - Assumptions Used for     HTML     58K  
                Computing Stock-Based Compensation Expense                       
                (Detail)                                                         
110: R101        Stock-Based Compensation - Stock-Based Employee     HTML     48K  
                Compensation Expense (Detail)                                    
111: R102        Stock-Based Compensation - Unearned Stock-based     HTML     48K  
                Compensation Expense (Detail)                                    
112: R103        Retirement Plans - Additional Information (Detail)  HTML     47K  
113: R104        Retirement Plans - Aggregate Amounts of             HTML     50K  
                Contributions to the 401(k) and ESOP Plans                       
                (Detail)                                                         
114: R105        Stockholders' Equity - Summary of Authorized        HTML     77K  
                Outstanding Preferred and Common Stock (Detail)                  
115: R106        Stockholders' Equity - Additional Information       HTML     77K  
                (Detail)                                                         
116: R107        Stockholders' Equity - Summary of Shares            HTML     48K  
                Repurchased Under Stock Purchase Program (Detail)                
117: R108        Stockholders' Equity - Required Capital Amounts     HTML    146K  
                and Company's Respective Ratios (Detail)                         
118: R109        Net Income Per Common Share - Basic and Diluted     HTML     69K  
                Net Income Per Common Share (Detail)                             
119: R110        Net Income Per Common Share - Average Exercise      HTML     45K  
                Price of Options And RSUs Excluded from                          
                Computation of Diluted Net Income Per Common Share               
                (Detail)                                                         
120: R111        Condensed Parent Company Financial Statements -     HTML     88K  
                Summary of Balance Sheet of Parent Company                       
                (Detail)                                                         
121: R112        Condensed Parent Company Financial Statements-      HTML     98K  
                Summary of Income Statement of Parent Company                    
                (Detail)                                                         
122: R113        Condensed Parent Company Financial Statements -     HTML    113K  
                Summary of Cash Flow of Parent Company (Detail)                  
123: R114        Commitments and Contingent Liabilities - Summary    HTML     45K  
                of Financial Instruments with Off-Balance-Sheet                  
                Risks (Detail)                                                   
124: R115        Leases - Schedule of Rent Expense of Operating      HTML     44K  
                Leases (Detail)                                                  
125: R116        Leases - Additional Information (Detail)            HTML     60K  
126: R117        Leases - Schedule of Minimum Future Commitments of  HTML     61K  
                Operating Leases (Detail)                                        
127: R118        Leases - Scheduled of Minimum Future Contractual    HTML     57K  
                Rent To be Received Under The Remaining                          
                Non-Cancelable Term of Operating Leases (Detail)                 
128: R119        Fair Value Measurements - Fair Value of Financial   HTML     95K  
                Assets and Liabilities Measured on Recurring Basis               
                (Detail)                                                         
129: R120        Fair Value Measurements - Changes in Level 3        HTML     57K  
                Assets Measured at Estimated Fair Value on                       
                Recurring Basis (Detail)                                         
130: R121        Fair Value Measurements - Additional Information    HTML     48K  
                (Detail)                                                         
131: R122        Fair Value Measurements - Assets Measured at Fair   HTML     55K  
                Value on Nonrecurring Basis (Detail)                             
132: R123        Fair Value Measurements - Estimated Fair Values of  HTML     96K  
                Company's Financial Instruments (Detail)                         
133: R124        Derivative Financial Instruments - Summary of       HTML     81K  
                Notional Amounts and Estimated Fair Values of Oil                
                and Gas Derivative Positions Outstanding (Detail)                
134: R125        Derivative Financial Instruments - Summary of       HTML     49K  
                Company's Recognized Income Related to Activity                  
                Included in Other Noninterest Income (Detail)                    
135: R126        Derivative Financial Instruments - Additional       HTML     52K  
                Information (Detail)                                             
136: R127        Derivative Financial Instruments - Summary of       HTML     46K  
                Company's Net Credit Exposure Relating to Oil and                
                Gas Swaps and Options with Bank Counterparties                   
                (Detail)                                                         
137: R128        Segment Information - Results of Operations and     HTML    104K  
                Selected Financial Information (Detail)                          
138: R129        Subsequent Event - Additional Information (Detail)  HTML     65K  
140: XML         IDEA XML File -- Filing Summary                      XML    287K  
143: XML         XBRL Instance -- banf-20231231_htm                   XML  11.33M  
139: EXCEL       IDEA Workbook of Financial Report Info              XLSX    325K  
 9: EX-101.SCH  XBRL Taxonomy Extension Schema With Embedded         XSD   6.81M 
                Linkbases Document -- banf-20231231                              
141: JSON        XBRL Instance as JSON Data -- MetaLinks              948±  1.55M  
142: ZIP         XBRL Zipped Folder -- 0000950170-24-020908-xbrl      Zip    900K  


‘EX-97’   —   Clawback Policy re: Recovery of Erroneously Awarded Compensation


This Exhibit is an HTML Document rendered as filed.  [ Alternative Formats ]



  EX-97  

 

Exhibit 97

 

Section: BancFirst Corporation Effective Date: October 26, 2023

Subject: Recovery of Erroneously Awarded Revision Date:

Executive Compensation

Purpose: To establish the requirements for recovery of erroneously awarded executive compensation in accordance with the requirements of Section 5608 of the Nasdaq Stock Market Corporate Governance Requirements.

Policy:

In the event BancFirst Corporation (the “Company”) is required to issue an accounting restatement of its financial statements due to material noncompliance with any financial reporting requirement under securities laws, the Board of Directors of the Company (the “Board”), or a designated committee or committees authorized by the Board, will enforce the reimbursement or forfeiture of incentive compensation received by any current or former executive officer (those that perform “policy-making functions”, that is Section 16 officers) during the three-year period preceding the date when the Company is required to prepare the accounting restatement. This reimbursement or forfeiture should be the amount of incentive compensation received that exceeds the amount that otherwise would have been received had it been determined based on the restated amounts, without regard to any taxes. The recovery of any amounts from an executive officer who participates in the Deferred Bonus Pool shall be made first against the balance of that officer’s deferred bonus in the pool. It is important to note that incentive-based compensation, for the purpose of this policy, does not include any equity granted, such as stock options or restricted stock units. These equity awards are subject to vesting solely upon the completion of a specified employment period, without any performance condition.



Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘10-K’ Filing    Date    Other Filings
Filed on:2/27/24
For Period end:12/31/235
10/26/23
 List all Filings 


11 Previous Filings that this Filing References

  As Of               Filer                 Filing    For·On·As Docs:Size             Issuer                      Filing Agent

 5/25/23  Bancfirst Corp./OK                8-K:5,7,9   5/25/23   11:528K                                   Donnelley … Solutions/FA
 5/09/23  Bancfirst Corp./OK                10-Q        3/31/23   92:29M                                    Donnelley … Solutions/FA
 2/24/23  Bancfirst Corp./OK                10-K       12/31/22  142:47M                                    Donnelley … Solutions/FA
11/04/22  Bancfirst Corp./OK                10-Q        9/30/22   96:36M                                    Donnelley … Solutions/FA
 8/05/22  Bancfirst Corp./OK                10-Q        6/30/22   98:33M                                    Donnelley … Solutions/FA
 8/09/21  Bancfirst Corp./OK                10-Q        6/30/21   90:28M                                    ActiveDisclosure/FA
 6/17/21  Bancfirst Corp./OK                8-K:1,2,9   6/17/21   11:697K                                   ActiveDisclosure/FA
 2/28/20  Bancfirst Corp./OK                10-K       12/31/19  138:36M                                    ActiveDisclosure/FA
 4/25/19  Bancfirst Corp./OK                8-K/A:1,9   4/23/19    2:345K                                   Toppan Merrill/FA
 2/23/04  Bancfirst Corp./OK                S-3/A                  7:1.3M                                   Donnelley … Solutions/FA
 2/04/04  BFC Capital Trust II              S-3                   12:1.8M                                   Donnelley … Solutions/FA
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Filing Submission 0000950170-24-020908   –   Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

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