Justin C. Clausen
About Justin C. Clausen
Justin C. Clausen is Chief Financial Officer and Secretary of Ames National Corporation (ATLO). He was appointed CFO (principal financial and accounting officer) effective July 5, 2024, after joining the company in March 2020; he served as Chief Accounting Officer since May 2023 and previously as Controller. Prior roles include Senior Accounting Analyst at Principal Financial Group (from September 2017), with earlier finance positions at First National Bank of Omaha and a public accounting firm; he was 36 at the time of his appointment announcement in November 2023 . Company performance context around his early tenure: ATLO’s net income was $19.3M (2022), $10.8M (2023), and $10.2M (2024), while cumulative TSR (base $100) was $100.97 (2022), $96.41 (2023), and $78.18 (2024) .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Ames National Corp. (ATLO) | Chief Financial Officer; Secretary | CFO effective Jul 5, 2024; Secretary role as of Mar 14, 2025 | Principal financial and accounting officer; corporate secretary responsibilities |
| Ames National Corp. (ATLO) | Chief Accounting Officer | May 2023 – Jul 2024 | Oversaw accounting during transition to CFO |
| Ames National Corp. (ATLO) | Controller | Mar 2020 – May 2023 | Led controllership and financial reporting functions |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Principal Financial Group | Senior Accounting Analyst | Sep 2017 – Mar 2020 | Accounting/analysis in a large financial institution |
| First National Bank of Omaha | Various financial positions | Prior to Sep 2017 | Banking finance roles |
| Public accounting firm | Various positions | Prior to Sep 2017 | Audit/accounting foundations |
Fixed Compensation
- Program design: Ames compensates executives via base salary plus “deferred salary” (at-risk) under a Management Incentive Compensation (MIC) Plan; executives also receive 401(k) matching. Total salary is split into base (bi-weekly) and deferred components; deferred amounts are earned or forfeited based on semi-annual performance versus ROA targets; payments occur in June and December. Named executive officer (NEO) tables show only cash (salary, non-equity incentive) and 401(k) contributions—no stock/option awards—indicating a primarily cash-based program .
Note: Clausen’s individual base salary/bonus figures were not disclosed in 2024 NEO tables (NEOs for 2024 were the CEO, First National Bank President, and the Chief Lending Officer) .
Performance Compensation
-
Plan mechanics and timing
- Deferred salary formula: $100 per $1 million average assets per semi-annual period × the executive’s Award Percentage Allocation; earned/forfeited based on Bank performance vs target; paid around Dec 15 (H1) and Jun 15 (H2 of prior year) .
- Performance awards: Pool equals 10% of the positive difference between actual Adjusted Net Income and the Threshold-level Adjusted Net Income; allocated by Award Percentage to executives; subject to a cap/floor around target ROA .
- Metrics definitions updated May 8, 2024: “Adjusted Net Income” includes acquisition adjustments on loans/deposits and other committee-approved adjustments; MIC Plan payouts are subject to the Company’s Clawback Policy for covered executives .
-
Semi-annual ROA criteria used for incentive determinations (illustrative recent periods)
| Metric | H2 2023 | H1 2024 |
|---|---|---|
| Floor ROA % | 0.80% | 0.79% |
| Target ROA % | 0.90% | 0.89% |
| Cap ROA % | 1.45% | 1.49% |
- Company-wide payout correlation (context): NEO incentive payouts fell sharply from 2022 to 2024 (e.g., CEO incentive from $60,760 to $5,078) as profitability and TSR declined, demonstrating high pay-for-performance sensitivity in the cash-based MIC Plan .
Equity Ownership & Alignment
| Item | Disclosure |
|---|---|
| Executive equity awards | NEO disclosures for 2023–2024 show no stock/option awards; comp comprised of salary, non-equity incentive, and 401(k) contributions . |
| Hedging policy | Hedging and derivative-based transactions (e.g., collars, swaps, short sales, options) are prohibited for directors and employees, including executive officers . |
| Pledging | No explicit pledging policy disclosed in the reviewed documents . |
| Individual ownership | Clausen is not listed among 2024 NEO/director ownership tables; individual holdings not disclosed in those tables . |
Employment Terms
| Term | Detail |
|---|---|
| Appointment | Appointed CFO effective Jul 5, 2024; principal financial and accounting officer . |
| Current titles | Chief Financial Officer and Secretary (as of Mar 14, 2025) . |
| Tenure at ATLO | Employed since Mar 2020; CAO since May 2023; Controller prior . |
| Incentive plan coverage | Senior Officer Participant under MIC Plan (Company executives are included); payouts subject to Clawback Policy . |
| Severance / CIC | No Clausen-specific employment agreement, severance multiples, or change-of-control terms disclosed in the reviewed filings . |
| Non-compete/solicit | Not disclosed in reviewed filings . |
Company Performance Indicators (context for CFO tenure)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Net Income ($) | 19,293,000 | 10,817,000 | 10,218,000 |
| TSR (Value of initial $100) | $100.97 | $96.41 | $78.18 |
Investment Implications
- Pay-for-performance is cash-centric and tied to semi-annual ROA targets, with strong downside sensitivity (deferred salary forfeiture) and upside limited by cap levels—this favors near-term profitability discipline over multi-year equity alignment .
- Absence of disclosed executive equity grants, combined with a strict hedging prohibition, reduces insider selling pressure but may dilute long-term ownership alignment compared to peers that use RSUs/PSUs .
- Clawback coverage on MIC Plan payouts is a governance positive; however, the lack of disclosed severance/CIC protections for Clausen leaves retention economics unclear versus market norms. If replacement cost is high and equity upside limited, retention risk could rise in stronger credit cycles .
- Execution risk: With net income materially lower than 2022 and TSR down in 2024, the MIC framework can constrain cash payouts, which may reinforce cost control but could also challenge talent retention; monitoring future proxy inclusion of the CFO as an NEO will be critical to quantify his specific targets and payouts .