Margaret Lanning
About Margaret Lanning
Margaret Lanning, age 71, is Executive Vice President and Chief Credit Risk Officer at Amalgamated Financial Corp. (AMAL), serving since July 2022, with 40 years of leadership in credit risk management and credit administration across Wells Fargo, OceanFirst Bank (2015–2017), and Investors Bank (EVP & Chief Credit Officer, 2017–2022). She leads credit risk management, credit policy, and credit culture aligned to the Board’s risk appetite; external credentials include Moody’s Banking Advisory Board and Rutgers Institute for Women’s Leadership Advisory Board. During her tenure, AMAL reported strong operating performance in FY24: net income rose to $106.4M (from $88.0M in FY23), core diluted EPS reached $3.48, and nonperforming assets improved to 0.31% of total assets; 3-year average TSR was 27.6% through 2024, underpinning pay-for-performance alignment across equity incentives .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Investors Bank | EVP & Chief Credit Officer | 2017–2022 | Developed and enhanced credit culture; led credit risk management and loan portfolio oversight |
| OceanFirst Bank | Chief Credit Officer | 2015–2017 | Led credit administration and governance |
| Wells Fargo | Commercial Lending and Credit Risk Management roles | ~1990s–2015+ | Increasing authority across commercial lending and credit risk |
External Roles
| Organization | Role | Years |
|---|---|---|
| Moody’s | Banking Advisory Board member | Current |
| Rutgers University | Advisory Board, Institute for Women’s Leadership | Current |
| Liberty Science Center | Board of Trustees (most recent) | Prior |
| Randolph-Macon College | Board of Associates | Prior |
| Women in Banking Conferences (NY/NJ) | Founding member; frequent speaker | Ongoing |
Fixed Compensation
| Metric | 2023 | 2024 (Employment Agreement terms) |
|---|---|---|
| Base Salary ($) | $344,792 | $360,594 (initial) |
| Target Bonus (%) | 40% | 40% |
| Target Bonus ($) | $139,360 | — (percent disclosed; dollar not itemized) |
| Actual Bonus Paid ($) | $168,626 | — |
| Stock Awards ($) | $134,000 (TRSUs $67,000; PRSUs $67,000) | $150,000 (50% TRSUs; 50% PSUs) |
| Option Awards | — (Company no longer grants options to employees) |
Performance Compensation
Company incentive designs apply to executive officers at EVP level (including Lanning), with corporate performance metrics used for annual cash incentives and LTIP equity vesting.
Annual Incentive Plan (Corporate Metrics – FY2024)
| Measure | Weight | Threshold | Target | Maximum | Actual | Payout (% of Target) |
|---|---|---|---|---|---|---|
| Core Earnings (in $MM) | 40% | $96.1 | $104.0 | $108.0 | $101.8* | 72% |
| Adjusted Core Efficiency Ratio (%) | 20% | 52.0% | 50.8% | 50.2% | 50.3%* | 178% |
| Growth of Non-Time Deposits (%) | 20% | 0.0% | 2.4% | 5.0% | 4.50% | 179% |
| Nonperforming Assets / Total Assets (%) | 20% | 0.45% | 0.32% | 0.28% | 0.31% | 107% |
| Total corporate payout opportunity | — | 50% | 100% | 200% | — | 121% |
| *Non-GAAP; see proxy reconciliation . |
Long-Term Incentive Plan (Design and FY2024 Grants)
| Grant Type | Metric | Threshold | Target | Maximum | Vesting & Notes |
|---|---|---|---|---|---|
| PRSUs (50%) | Relative TSR vs 2024 peer group | 25th pct = 50% payout | 50th pct = 100% | 75th pct = 150% (capped at 100% if absolute TSR negative) | Cliff vest after 3 years; performance period Mar 1, 2024–Feb 28, 2027 |
| PRSUs (50%) | Adjusted Tangible Book Value Growth | 7.18% = 50% | 10.25% = 100% | 13.33% = 150% | Cliff vest after 3 years; performance period Jan 1, 2024–Dec 31, 2027 |
| TRSUs (50%) | Time-based | — | — | — | Ratable vesting over three years on grant anniversaries |
Lanning’s 2024 Equity Award Vesting Schedule
| Instrument | Grant date | Amount ($) | Vesting |
|---|---|---|---|
| TRSUs | Apr 1, 2024 | $75,000 (50% of $150,000) | 1/3 on Apr 1, 2025; 1/3 on Apr 1, 2026; 1/3 on Apr 1, 2027 (service condition) |
| PSUs | Apr 1, 2024 | $75,000 (50% of $150,000) | Cliff vest on Apr 1, 2027, subject to rTSR and Adjusted TBV performance |
Equity Ownership & Alignment
- Stock ownership guidelines: EVPs must hold at least 1× annual base salary in AMAL common stock; compliance measured annually; 5-year window from becoming subject to the policy or Oct 30, 2019 adoption .
- Hedging and pledging are prohibited; short sales and derivatives are banned under the Insider Trading Policy .
- Equity plan mechanics: Company-wide RSUs and PSUs feature time-based and performance-based vesting; PSUs pay 0–150% of target shares based on performance. As of Q3’25, unvested RSUs totaled 316,826 shares (weighted average grant-date FV $28.74); unvested PSUs totaled 250,828 shares (weighted average grant-date FV $26.20), with an additional 125,414 shares reserved at max payout .
- Options: No new grants; all legacy options fully expensed by year-end 2020; as of Q3’25, 50,960 options outstanding and exercisable at WAEP $13.63 (company-level) .
- DSU deferral plan: Executives may defer up to 100% of annual bonus into DSUs; Company matches up to 35% of deferred bonus in DSUs; DSUs convert to shares at separation/CoC/qualifying emergency; dividends accrue and are payable at vest .
- Section 16 compliance note: One late Form 4 was reported for Lanning (and several other insiders) for 2024, filed after deadline .
Employment Terms
| Item | Detail |
|---|---|
| Role & start | EVP, Chief Credit Risk Officer; since July 2022 |
| Employment agreement | Effective Apr 1, 2024; base salary $360,594; target annual bonus 40% of base; annual equity opportunity initially 40% of base; initial grant $150,000 split 50% TRSUs and 50% PSUs |
| Vesting & triggers | TRSUs vest ratably over 3 years; PSUs cliff vest at 3 years; equity awards include double-trigger vesting following change in control |
| Severance & CoC | Prior to Apr 1, 2024 covered by Company CoC Plan; after Apr 1, 2024 covered by employment agreement (removed from CoC Plan) |
| Clawback | Incentive compensation recovery policy complying with SEC/Nasdaq; mandatory recovery on financial restatement; discretionary recovery for misconduct causing adverse impacts |
| Tax gross-ups | No 280G/4999 excise tax gross-ups; cut-back or full-pay based on better after-tax outcome (general Company policy) |
Potential Payments Upon Termination or Change in Control (as of Dec 31, 2023)
| Type of Payment | Involuntary Termination ($) | Death ($) | Disability ($) | Involuntary Termination after Change in Control ($) |
|---|---|---|---|---|
| Cash Severance Payment | $80,400 | — | — | $487,760 |
| Life, Health & Disability | — | $440,000 | — | — |
| Long-Term Incentives | $43,535 | $88,444 | $160,562 | $160,562 |
Investment Implications
- Pay-for-performance alignment: Lanning’s incentive mix ties directly to credit quality, profitability, deposit growth, and long-term value creation (Adjusted TBV growth and relative TSR), aligning risk discipline with shareholder returns; equity is double-triggered on CoC, reducing single-trigger windfalls .
- Retention and selling pressure: Multi-year vesting on TRSUs/PSUs and DSU deferral/match support retention; no hedging/pledging mitigates misalignment. No disclosed 10b5-1 plan for Lanning in the latest filings, while a separate executive adopted one, suggesting limited pre-programmed selling visibility for Lanning .
- Severance economics: Under 2023 assumptions, CoC-related termination would yield ~$0.49M cash plus ~$0.16M in LTIs, a moderate package relative to peers, with no excise tax gross-ups—a governance-friendly structure .
- Governance and risk: Strong clawback policy, prohibition on hedging/pledging, and high say-on-pay approval (98.5%) indicate robust governance posture; Section 16 late filing is a minor process risk but broadly immaterial .
- Execution lens: FY24 improvements in nonperforming assets and sustained earnings growth provide favorable context for a credit risk executive’s performance; continued monitoring of PSU outcomes tied to Adjusted TBV/TSR will inform realized alignment over 2024–2027 .