Item 5.02 Departure of Directors or Certain Officers; Election of Directors;


          Appointment of Certain Officers; Compensatory Arrangements of Certain
          Officers


On February 11, 2020, the Compensation Committee of the Board of Directors of
UMB Financial Corporation (the "Company") awarded, pursuant to the UMB Financial
Corporation Omnibus Incentive Compensation Plan, 7,323 performance stock units
("PSUs") to James D. Rine, President and CEO of UMB Bank, n.a. (the "Bank"),
with a grant date value of approximately $500,000 (the "Award"). The performance
period of the Award ends on December 31, 2022 and the performance metrics that
determine vesting of the Award include:

• 100% payout if the Bank has positive core net operating income for all

three years of the performance period (the "First Performance Standard").

Core net operating income is the Company's after-tax net income with the

Compensation Committee making adjustments for non-recurring gains or

losses and other circumstances as the Compensation Committee may determine

fair and appropriate;

• 133% payout if the First Performance Standard is satisfied and certain

service platforms are implemented for the Bank (collectively, the "Second

Performance Standard");

• 166% payout if the Second Performance Standard is satisfied and certain

additional service platforms are implemented for the Bank (collectively,

the "Third Performance Standard"); and

• 200% payout if the Third Performance Standard is satisfied and certain

expense reduction measures are achieved.

The Award will vest following the completion of the performance period to the extent that the Compensation Committee has determined that the performance standards have been met.



The above summary of the Award terms is qualified entirely by reference to the
Performance Share Unit Award Agreement, which is being filed as an exhibit to
this report.


Item 9.01 Financial Statements and Exhibits





  10.1        Performance Share Unit Award Agreement*

  104       The cover page from this Current Report on Form 8-K, formatted in Inline
            XBRL.

*Exhibits to the Performance Share Unit Award Agreement have been omitted pursuant to Item 601(a)(5) of Regulation S-K.

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