Douglas Timmerman
About Douglas Timmerman
Douglas R. Timmerman is President, Dealer Financial Services at Ally and served as Interim CEO from February 1, 2024 until Michael Rhodes’ appointment on April 29, 2024; he joined Ally in 1986 and has held senior roles across automotive finance and insurance, with an MBA and bachelor’s degree from the University of Nebraska . He is 62 and has led Dealer Financial Services since August 2021, with prior leadership stints as President of Automotive Finance (2018–2021) and President of Ally Insurance (2014–2018) . Company performance in 2024 included Adjusted EPS of $2.35, Core ROTCE of 8.5%, and $39.2B consumer auto originations sourced from 14.6M applications, aligning with his domain leadership in Dealer Financial Services .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ally Financial Inc. | Interim Chief Executive Officer | Feb 1, 2024 – Apr 29, 2024 | Led enterprise during CEO transition; compensation tied to 2024 AIP performance, capped at 200% of target . |
| Ally Financial Inc. | President, Dealer Financial Services | Aug 2021 – Present | Deepened relationships with ~21.4K dealer customers; optimize auto finance and insurance offerings . |
| Ally Financial Inc. | President, Automotive Finance | 2018 – 2021 | Leadership of consumer auto finance across pricing and underwriting . |
| Ally Financial Inc. | President, Insurance | 2014 – 2018 | Led F&I provider in U.S. and Canada; complementary to Auto Finance growth . |
| Ally Financial Inc. | VP, Automotive Finance (Southeast Region) | Pre‑2014 | Sales, risk, portfolio management for 4,000+ dealer relationships across 11 states . |
External Roles
No public external directorships disclosed for Timmerman in Ally’s proxy/10‑K/8‑K materials .
Fixed Compensation
| Year | Base Salary ($) |
|---|---|
| 2023 | 750,000 |
| 2024 | 750,000 |
| 2025 | 750,000 |
Multi‑year summary compensation (SEC SCT):
| Year | Salary ($) | Bonus ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|---|
| 2022 | 732,692 | 1,800,000 | 2,794,695 | 50,006 | 5,377,393 |
| 2023 | 750,000 | 1,540,000 | 10,703,257 | 59,190 | 13,052,447 |
| 2024 | 750,000 | 1,480,000 | 2,313,780 | 61,119 | 4,604,901 |
Perquisites (2024 detail):
- Executive physical $2,434; liability insurance $1,601; 401(k) match $34,500; total perqs $61,119 .
Performance Compensation
Incentive targets and outcomes:
| Year | Target Incentive ($MM) | Actual Incentive ($MM) | % of Target | Next‑Year Target ($MM) |
|---|---|---|---|---|
| 2024 | 4.0 | 3.7 | 94% | 4.6 |
Incentive mix (non‑CEO NEOs): 40% cash AIP, 60% long‑term (50% PSUs cash‑settled, 50% RSUs stock‑settled); awards granted within two months after year end .
PSU design:
- Core ROTCE (excluding OCI) 100% weight; Relative TSR modifier applied to payout; three‑year performance period; cash‑settled; 2024 PSUs pay 0–180% of target based on Core ROTCE plus service condition, with TSR modifier; threshold 25%, target 100%, max 180% units (service and performance) .
- 2022 PSUs certified at 32% of target due to TSV impact from rate environment (Core ROTCE strong) .
Scorecard (AIP funding):
- Five pillars: financial metrics, business indicators, risk management, consumer, culture; 2024 achieved below‑target on financial metrics; at‑target on business indicators; above‑target on risk/consumer/culture; incentive pool funded below target .
2024 grants to Timmerman:
| Award | Grant Date | Units | Vesting | Grant Date Fair Value ($) |
|---|---|---|---|---|
| RSU | 1/26/2024 | 30,702 | Equal installments over 3 years | 1,155,009 |
| RSU (#OwnIt) | 1/26/2024 | 100 | 3‑year cliff | 3,762 |
| PSU (cash‑settled) | 1/26/2024 | Target 30,702; Thr 7,676; Max 55,264 | 3‑yr perf (Core ROTCE excl. OCI) + service | 1,155,009 |
No options outstanding (NEOs do not hold options; no option grants policy currently) .
Equity Ownership & Alignment
Beneficial ownership (as of March 13, 2025):
| Holding Type | Units |
|---|---|
| Shares of Common Stock | 140,510 |
| Stock‑settled units (vested or vest within 60 days) | 62,805 |
| RSUs (stock‑settled, nonforfeitable via retirement eligibility) | 332,841 |
| PSUs (cash‑settled at target) | 100,877 |
| Total Beneficial Ownership (incl. RSUs & PSUs per table methodology) | 637,033 |
| Implied Value at $32.99 (closing price 3/13/2025) | $21,015,719 |
Outstanding awards (as of Dec 31, 2024):
| Grant Date | Unvested RSUs (#) | PSU Target (#) | Market/Payout Value Basis |
|---|---|---|---|
| 1/26/2024 | 29,674 | 30,702 | Valued at $36.01 close on 12/31/2024 |
| 10/20/2023 | 332,641 RSUs | — | $36.01 basis |
| 1/27/2023 | 27,838 RSUs; 41,757 PSU target | 41,757 | $36.01 basis |
| 1/28/2022 | 9,545 RSUs; 9,943 PSU target | 9,943 | $36.01 basis |
| #OwnIt employee grants | 100 RSUs/year (2022–2024) | — | 3‑year cliff |
Ownership policies:
- Stock‑ownership guidelines require minimum levels; if below guideline, must retain 50% of net shares from grants post‑IPO until compliant .
- Anti‑hedging and anti‑pledging: executives and directors prohibited from hedging, pledging Ally securities, short sales, and speculative derivatives; limit orders restricted .
Employment Terms
Employment status:
- At‑will; no executive employment agreements for NEOs .
Severance & change‑in‑control economics:
| Scenario (as of 12/31/2024) | Base Salary Multiple | AIP Multiple | Equity Acceleration ($) | Outplacement ($) | Total ($) |
|---|---|---|---|---|---|
| Termination without cause or qualifying termination | 1x base salary | — | 11,989,205 | 20,000 | 12,759,206 |
| Termination following change in control (double‑trigger) | 2x base salary | 2x AIP | 11,989,205 | 20,000 | 16,669,206 |
| Death/Disability | — | — | 11,989,205 | — | 11,989,205 |
Plan features:
- Severance Plan provides 2x salary + designated AIP opportunity + prorated AIP + 24 months COBRA in qualifying terminations within 24 months post‑CoC; outside CoC, CEO gets 2x salary, other NEOs 1x salary; outplacement included .
- RSUs: full vest on death/disability/retirement/qualifying termination or without cause; pay timing per event; CoC treatment contingent on award continuation/assumption .
- PSUs: full vest on death/disability (target or actual); retirement/without cause/qualifying termination vest at original schedules, proration above target; CoC conversion rules and payment timing detailed (actual if >50% elapsed; target otherwise) .
- Definitions for “cause,” “change in control,” “qualifying termination,” “retirement,” and “sale of business unit” summarized in ICP .
Clawback and MRT loss‑trigger:
| Category | Trigger | Applies to Vested | Applies to Unvested |
|---|---|---|---|
| Financial | Material restatement; negative risk outcome causing loss/earnings impact | ✓ | ✓ |
| Conduct/Culture | Fraud; consumer harm; reputational/regulatory/legal damage; violation of Code; termination for cause | ✓ | ✓ |
| Risk/Other | Significant policy violation; inappropriate/excessive risk‑taking | ✓ | ✓ |
- NYSE 303A.14 clawback policy adopted Dec 1, 2023; recovery for restatements due to material noncompliance .
Deferred compensation:
| Plan | Aggregate Earnings 2024 ($) | Balance at FYE ($) |
|---|---|---|
| Nonqualified Benefit Equalization Plan | 33,001 | 215,258 |
Investment Implications
- Alignment: Large, ongoing exposure to Ally equity via RSUs/PSUs and share ownership; subject to strict anti‑hedging/anti‑pledging, reinforcing long‑term alignment .
- Retention risk: Many RSU grants for Timmerman are nonforfeitable due to retirement eligibility, reducing forfeiture risk on departure; however, significant PSU cash settlements remain performance‑contingent, sustaining multi‑year retention and performance linkage .
- Pay‑for‑performance: 2024 AIP funded below target due to financial pillar performance; Timmerman’s 2024 payout at 94% of target with 60% allocated to long‑term equity, and PSUs tied to Core ROTCE and TSR modifier, indicating disciplined performance orientation .
- Change‑of‑control economics: Double‑trigger severance (2x salary + 2x AIP) and equity acceleration deliver material value ($16.7M total), implying potential selling pressure around corporate events but mitigated by plan design requiring qualifying terminations .
- Governance signals: Robust clawbacks and high say‑on‑pay support (91% in 2024), plus stock‑ownership retention requirements, point to sound governance and shareholder alignment .