FIRST INTERNET BANCORP : Change in Directors or Principal Officers, Financial Statements and Exhibits (form 8-K)

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



On April 20, 2022, First Internet Bancorp (the "Company") and First Internet
Bank of Indiana (the "Bank") entered into employment agreements with Nicole S.
Lorch, President and Chief Operating Officer, and Kenneth J. Lovik, Executive
Vice President and Chief Financial Officer. The employment agreements each
provide for an initial term of employment through December 31, 2024. Each
agreement automatically renews for successive one (1) year terms, unless earlier
terminated in accordance with the agreement. Each employment agreement entitles
the executive to receive an annual minimum salary ($470,000 for Ms. Lorch;
$350,000 for Mr. Lovik). Additionally, each executive is eligible to participate
in such other incentive compensation and other employee benefits offered to the
employees of the Company or the Bank, subject to the terms and conditions of the
applicable benefit plan.

The employment agreements provide that, if either executive's employment is
terminated by the Company or the Bank for any reason other than for "cause" (as
defined in the employment agreement) or is terminated by them for "good reason"
(as defined in the employment agreement), and in either case the termination of
employment occurs before a change of control, then the executive will be
eligible to receive, in addition to all compensation and benefits ordinarily
payable through the date of termination: (A) continued payments of base salary
for the greater of (i) the remaining term of the agreement and (ii) 24 months;
(B) a lump sum payment equal to the greater of (1) the average of cash bonuses
paid or payable in the three fiscal years prior to the fiscal year in which the
termination occurred and (2) the amount of cash bonus the executive was
designated to receive under the then current annual incentive plan; (C)
acceleration of all outstanding time-based equity awards; (D) subject to
applicable restrictions or approvals, a right to require the Company or Bank to
repurchase all shares acquired by the executive through the exercise of options
at a price equal to the average closing price over the preceding calendar month;
and (E) payment of the Company portion of COBRA premiums for up to 12 months.

If any such termination occurs within twelve months after a change of control
(as defined in the employment agreement), then the executive will be eligible to
receive substantially the same severance benefits, except that (A) payments of
base salary would continue for 24 months and (B) payment of the Company portion
of COBRA premiums would continue for up to 18 months.

All of the above severance benefits remain contingent on the executive signing
and not revoking a release of claims and the executive remaining in strict
compliance with non-solicitation, non-competition, and confidentiality covenants
for a period of at least one year after termination.

Also on April 20, 2022, the Company, the Bank, and David B. Becker, Chairman and
Chief Executive Officer, entered into an amendment to Mr. Becker's existing
Amended and Restated Employment Agreement to eliminate the requirement that the
Company employ Mr. Becker as President of the Company and the Bank, to
accommodate Ms. Lorch's assumption of those roles effective as of June 30, 2021.

The foregoing descriptions of Mr. Becker's amendment, Ms. Lorch's employment
agreement, and Mr. Lovik's employment agreement are qualified by reference to
the full text of each such agreement, which text is filed as Exhibits 10.1, 10.2
and 10.3 hereto, respectively, and is incorporated by reference.
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Item 9.01   Financial Statements and Exhibits


   Number           Description                                                         Method of filing
    10.1              Amendment to Amended and Restated Employment                    Filed electronically
                    Agreement among First Internet Bank of Indiana,
                    First Internet Bancorp and David B. Becker dated
                    April 20, 2022
    10.2              Employment Agreement among First Internet Bank                  Filed electronically
                    of Indiana, First Internet Bancorp and Nicole S.
                    Lorch dated April 20, 2022
    10.3              Employment Agreement among First Internet Bank                  Filed electronically
                    of Indiana, First Internet Bancorp and Kenneth J.
                    Lovik dated April 20, 2022
     104            Cover Page Interactive Data File (embedded in the
                    cover page formatted in inline XBRL)






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