Derrick Walsh
Axos FinancialAbout Derrick Walsh
Derrick K. Walsh is Executive Vice President and Chief Financial Officer of Axos Financial, Inc., serving as an executive officer since 2021; he joined Axos in 2013, previously serving as SVP and Chief Accounting Officer. He led SEC and regulatory reporting at LPL Financial (2011–2013), holds a CPA, and has FINRA 7, 27, and 66 licenses (7 and 66 currently inactive). He is 43 years old. Under Axos’s FY2025 performance, the company delivered net income of $432.9 million, diluted EPS of $7.43, ROE of 17.30%, deposits up 7.6% and loans up 9.5%, with NIM rising to 4.90% from 4.62%; 5-year CAGRs include Revenue 16.7% and EPS 20.0%. FY2025 TSR was 33% and 5-year TSR was 344%, outperforming NYSE and bank peers.
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Axos Financial, Inc. | EVP & CFO | 2021–Present | Oversees finance and reporting through multi-year growth in EPS, ROE and NIM expansion; supports capital allocation and RSU-heavy pay alignment. |
| Axos Financial, Inc. | SVP & Chief Accounting Officer | 2015–2021 | Led accounting and reporting; foundation for CFO transition. |
| Axos Financial, Inc. | Joined company | 2013–2015 | Senior finance leadership entrant (company-level reporting responsibilities). |
| LPL Financial | Led SEC & Regulatory Reporting | 2011–2013 | Managed SEC/regulatory reporting and investor relations support. |
| Public Accounting | Audit (financial institutions, public companies) | Prior to 2011 | Audited banks and issuers; earned CPA. |
External Roles
| Organization | Role | Years | Notes |
|---|---|---|---|
| None disclosed | — | — | No external directorships or public company board roles disclosed for Mr. Walsh. |
Fixed Compensation
| Metric ($) | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Base Salary | 315,000 | 330,000 | 350,000 |
| All Other Compensation (401k match) | 10,250 | 11,250 | 11,500 |
Notes:
- Axos does not provide pensions, SERPs, deferred compensation, or special executive perquisites; no tax gross-ups; no re-pricing of underwater equity without shareholder approval.
Performance Compensation
Annual Cash Bonus
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Bonus Paid ($) | 460,000 | 490,000 | 525,000 |
| Target Bonus % | Not disclosed for CFO | Not disclosed for CFO | Not disclosed for CFO; NEO bonuses generally targeted 200%–300% of salary in combined cash and RSUs. |
Long-Term Incentive (RSUs) – Grants in FY2025 and vesting terms
| Grant Date | Units | Grant Date Fair Value ($) | Vesting |
|---|---|---|---|
| 09/15/2024 | 3,956 | 250,019 | 1/3 each year on 1st–3rd anniversaries. |
| 03/20/2025 | 4,080 | 260,018 | 1/3 each year on 1st–3rd anniversaries. |
Vesting and realized value in FY2025:
- Shares vested: 13,642; Value realized on vesting: $882,061.
Program structure and metrics:
- Long-term equity for NEOs emphasizes RSUs that are performance-earned and time-vested; for non-CEO NEOs like the CFO, awards are granted based on Company and individual performance and vest over three years; ownership guidelines require CFO to hold shares equal to 5x salary within five years.
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (record date 09/16/2025) | 48,160 shares; includes 2,737 shares in 401(k) and 1,993 RSUs vesting within 60 days; ownership <1% of outstanding. |
| Stock Ownership Guidelines | CFO: 5x annual salary within five years. |
| Hedging/Pledging Policy | Prohibits margin, short sales, puts/calls, derivatives, and pledging of Company stock without prior written consent of the CFO. |
| Options | No stock options disclosed; equity awards are RSUs. |
| RSUs Unvested at 6/30/2025 | 1,993 (9/23/22) $151,548; 1,988 (3/15/23) $151,168; 3,696 (9/15/23) $281,044; 3,238 (3/15/24) $246,218; 3,956 (9/15/24) $300,814; 4,080 (3/20/25) $310,243. Total $1,441,035 market value at $76.04. |
| FY2025 RSUs Vested | 13,642 units; $882,061 value realized. |
| Pledging by Walsh | No pledging disclosed for Walsh; in 2024, pledges were disclosed for the CEO and Board Chair, not the CFO. |
Employment Terms
| Scenario (as of 6/30/2025) | Cash Severance | Equity Treatment | Other |
|---|---|---|---|
| Death or Disability | $1,225,000 (1x salary + target bonus) | All unvested RSUs fully vest (value: $1,441,035 at $76.04) | Company life insurance covers one year of salary (cap $300k). |
| Termination by Company without Cause (pre-CIC) | Discretionary (not guaranteed; modeled at $0 in proxy table) | Accelerated vesting of all unvested RSUs. | Subject to customary release. |
| CIC + Termination without Cause or Good Reason (Double Trigger) | Lump sum equal to 2x (salary + target bonus): $2,475,301 modeled | Accelerated vesting of all unvested equity awards (value at CIC: $1,441,035), total modeled package $3,916,336 (Column C + D). | Continuation of group medical up to 12 months or until covered by new employer. |
Additional plan provisions:
- 2014 Plan is double-trigger for change-in-control; no single-trigger equity vesting for executives; no tax gross-up; stock awards do not accrue dividends before vesting.
Related Party Transactions
- Employee Loan Program (FY2024): Walsh had a construction/employee loan with largest aggregate principal $910.7k; principal outstanding $881.6k at 6/30/2024; principal paid $29.1k; interest paid $3.4k; interest rate 0.41%. Loans to executives were at AFR-based rates pursuant to the Bank’s Loan Program.
Performance Context
- FY2025 highlights: Net income $432.9m; EPS $7.43; ROE 17.30%; NIM 4.90% vs 4.62% in FY2024; deposits +$1.4b to $20.8b; loans +9.5% YoY; strong credit with 13 bps net charge-offs.
- Long-term: 5-year CAGRs – Net Income 18.8%, Revenue 16.7%, EPS 20.0%, Book Value/Share 18.2%; 5-year TSR 344% vs NYSE 193% and XABQ 180%.
Compensation Structure Analysis
- Cash vs Equity Mix: CFO total comp of $1.397m in FY2025 included $525k cash bonus and $510k RSU grant-date value, with modest base salary ($350k) and limited perqs ($11.5k 401k match), consistent with Axos’s emphasis on at-risk, equity-aligned pay.
- Shift to RSUs: Awards are entirely RSUs (no options), vest over three years, supporting retention and multi-year alignment; no repricing; no pensions/SERP/deferred comp; no tax gross-ups.
- Performance Linkage: For NEOs other than CEO, grants are based on Company, business unit, peer, and individual performance, with annual/semi-annual award cadence and 3-year vesting; NEO cash/stock bonuses generally targeted at 200%–300% of salary.
Equity Vesting and Potential Selling Pressure
- Upcoming vesting cadence: Unvested RSUs generally vest one-third on each anniversary of grant dates (e.g., 9/15/2024 and 3/20/2025 grants vest through 2027–2028), creating periodic liquidity windows and potential selling pressure around those anniversaries.
- FY2025 realized vest: 13,642 shares vested ($882,061), illustrating realized equity turnover into potential liquidity.
- Hedging/Pledging limits reduce risk of adverse alignment signals; no Walsh pledging disclosed.
Multi‑Year Compensation (Walsh)
| Metric ($) | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Salary | 315,000 | 330,000 | 350,000 |
| Bonus (Cash) | 460,000 | 490,000 | 525,000 |
| Stock Awards (Grant-Date Fair Value) | 445,033 | 475,055 | 510,038 |
| All Other Compensation | 10,250 | 11,250 | 11,500 |
| Total Compensation | 1,230,283 | 1,306,305 | 1,396,538 |
Outstanding Unvested RSUs at 6/30/2025 (Walsh)
| Grant Date | Units | Market Value at $76.04 |
|---|---|---|
| 09/23/2022 | 1,993 | $151,548 |
| 03/15/2023 | 1,988 | $151,168 |
| 09/15/2023 | 3,696 | $281,044 |
| 03/15/2024 | 3,238 | $246,218 |
| 09/15/2024 | 3,956 | $300,814 |
| 03/20/2025 | 4,080 | $310,243 |
| Total | 18,951 | $1,441,035 |
Employment Terms – Key Definitions
- Without Cause / Good Reason: CFO receives accelerated vesting of unvested RSUs and severance equal to 2x (salary + target bonus) upon termination by the Company without cause or by CFO for good reason; pre-CIC severance is subject to CEO discretion (modeled at $0).
- Change-in-Control: Double-trigger required for cash severance and equity acceleration; if terminated within 36 months post-CIC without cause or for good reason, CFO receives 2x (salary + target bonus) cash plus accelerated equity and up to 12 months medical continuation.
Investment Implications
- Alignment and retention: Walsh’s pay mix is heavily variable with multi-year RSU vesting and a 5x-salary ownership guideline, supporting long-term alignment and retention; absence of pensions, SERPs, and tax gross-ups is shareholder-friendly.
- Selling pressure windows: The vesting pipeline (multiple overlapping three-year schedules) creates predictable potential liquidity events, but hedging/pledging restrictions mitigate misalignment risks; no pledging disclosed for Walsh.
- CIC economics: Double-trigger severance of 2x (salary + target bonus) plus equity acceleration yields modeled total value of ~$3.9m at FY2025 prices, meaningful but not outsized relative to peers; discretionary pre-CIC severance introduces governance discretion risk (dependent on CEO decision).
- Related-party exposure: Participation in the employee loan program at AFR-based rates is disclosed; while permitted and programmatic, investors often scrutinize such arrangements for potential governance optics.