Bank of America Corp. has agreed to pay $28 million in cash and stock to Countrywide Financial Corp. President David Sambol as an incentive for him to stay with Bank of America after its planned acquisition of the mortgage lender, the Wall Street Journal reports.

Mr. Sambol, who also serves as Countrywide’s chief operating officer, has been named to head the combined company’s consumer-mortgage business after the deal is completed. Bank of America agreed in January to acquire Countrywide, the nation’s largest home-mortgage lender in terms of loan volume, for around $4 billion.

Under the agreement, a $20 million retention bonus is payable in equal installments on the first and second anniversaries of the completion of the purchase, according to a securities filing Thursday. In addition, Mr. Sambol, 48 years old, is to receive $8 million of Bank of America restricted stock in three annual installments. The agreement replaces cash severance payments under Mr. Sambol’s contract with Countrywide, of Calabasas, Calif.

His annual base salary is set at $500,000. The target for his annual incentive award is $4 million, and the target for his annual equity award is 150,000 Bank of America stock options. The company also agreed to reimburse him in case he becomes subject to certain excise taxes.

Bank of America has said it expects to complete the acquisition in the third quarter.

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