Jefferson Capital, Inc. / DE 8-K

What Happened
Jefferson Capital, Inc. filed a Form 8-K on March 17, 2026 reporting that on March 11, 2025 its Board approved and ratified 2025 annual cash bonuses and certain commissions for named executives. The Board approved annual cash bonuses at 100% of target for David Burton (President & CEO) and 86% of target for Mark Zellmann (President of U.S. Business Lines). The company also determined fourth-quarter performance-based commissions for Penelope Person (Chief Commercial Officer) of roughly $97.8k and reported her aggregate 2025 performance-based commissions. These amounts were added to the previously filed Summary Compensation Table from the Company’s January 5, 2026 prospectus, where they had been omitted because they had not yet been determined.

Key Details

• Board approval date: March 11, 2025; Form 8-K filed March 17, 2026.
• David Burton: non-equity incentive plan compensation $382,884 for 2025; total 2025 compensation restated to $3,795,973.
• Mark Zellmann: non-equity incentive plan compensation $247,202 for 2025; total 2025 compensation restated to $1,062,184.
• Penelope Person: aggregate non-equity incentive/commissions $208,864 for 2025 (including ~$97.8k for Q4); total 2025 compensation restated to $633,060.
• The company amended its previously filed Summary Compensation Table in the prospectus to include these amounts in accordance with Regulation S-K disclosure instructions.

Why It Matters
This filing updates executive pay figures that were omitted from the prospectus because the bonus/commission amounts had not been finalized at that time. Investors tracking executive compensation, governance, or cash compensation expense should note the specific dollar amounts and the percentages of target paid to senior leaders. These restated totals provide a clearer, finalized view of 2025 cash compensation for the named executives.