Joseph Schmitt
Senior Vice President, Chief Marketing Officer and Head of Communications at BAR HARBOR BANKSHARES
Executive
About Joseph Schmitt
Joseph Schmitt is Bar Harbor Bankshares’ Chief Marketing Officer (CMO) and Head of Communications. He has served as CMO since September 17, 2017 and took on Head of Communications on January 10, 2022; he is listed among executive officers with age 52 as of March 10, 2025 . Schmitt holds a BS in Finance and Marketing (Skidmore College) and an MBA (Suffolk University), and has 25+ years in banking marketing and product management, including senior roles at Santander Bank, Brookline Bank, Rockland Trust, Eastern Bank, and BankBoston . Company performance context during his tenure shows steady profitability and TSR improvement over 2020–2024, which frames incentive plan outcomes and alignment for senior leaders.
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| BHB value of $100 initial investment (TSR proxy) | $93.93 | $124.33 | $142.65 | $136.30 | $147.91 |
| Peer group value of $100 | $82.00 | $108.25 | $108.65 | $103.71 | $121.52 |
| Net Income ($000s) | 33,244 | 39,299 | 43,557 | 44,852 | 43,544 |
| Adjusted ROA (%) | 0.93% | 1.10% | 1.17% | 1.15% | 1.09% |
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Santander Bank | SVP & Director of Product Marketing | 2014–2017 | Led product marketing; prior roles included Director, Consumer Strategy, Planning & MIS, and senior product management across consumer and business banking . |
| Brookline Bank | Director of Marketing | 2004–2007 | Drove marketing programs at a regional bank . |
| Rockland Trust | Senior roles (titles not specified) | Not disclosed | Senior marketing/product roles in regional banking . |
| Eastern Bank | Senior roles (titles not specified) | Not disclosed | Senior marketing/product roles in regional banking . |
| BankBoston | Senior roles (titles not specified) | Not disclosed | Senior marketing/product roles in regional banking . |
External Roles
- No current public company directorships or external board roles are disclosed for Schmitt in the proxy .
Fixed Compensation
- Company program design for executives: base salary, annual cash incentive, equity incentives (time-based restricted stock and performance-based RSUs), and limited executive benefits (membership dues reimbursement, auto allowance, 401(k) match, employer-provided life insurance) .
- Schmitt is not a Named Executive Officer (NEO); his specific base salary, target bonus, and paid bonus are not individually disclosed in the proxy (NEO tables include CEO, CFO, Mercier, Colombo, Edgar) .
Performance Compensation
Company-wide incentive design (applies to senior management including NEOs; Schmitt’s specific targets are not disclosed):
- Annual Cash Incentive (2024): Metrics were Adjusted Net Income, asset quality (Non-Performing Loans/Total Loans), Efficiency Ratio, and completion of strategic initiatives; payout range 0%–150% of target; weights by metric not disclosed .
| 2024 Annual Incentive Metric | Weighting | Target setting | Payout range | Notes |
|---|---|---|---|---|
| Adjusted Net Income | Not disclosed | Threshold/Target/Stretch tied to plan/budget | 0%–150% | Board Risk and Comp Committee oversight . |
| NPLs / Total Loans | Not disclosed | Threshold/Target/Stretch | 0%–150% | Asset quality check . |
| Efficiency Ratio | Not disclosed | Threshold/Target/Stretch | 0%–150% | Operating discipline . |
| Strategic initiatives | Not disclosed | Qualitative/quantitative completion | 0%–150% | Execution milestones . |
- Long-Term Incentive (2024–2026 plan): For senior management, mix includes performance-vested RSUs and time-vested restricted stock; time-vested awards vest 1/3 per year over three years; performance awards cliff-vest after 3 years . 2024–2026 performance metrics and economics are:
| LTI Performance Metric (2024–2026) | Weight | Threshold | Target | Stretch | Payout |
|---|---|---|---|---|---|
| 3-yr avg Core ROA – relative to Custom Industry Index | 50% | 25th percentile | 50th percentile | 75th percentile | 50%/100%/150% (interpolated between points) |
| 3-yr avg Core ROE – relative to Custom Industry Index | 50% | 25th percentile | 50th percentile | 75th percentile | 50%/100%/150% (interpolated between points) |
- Recent vesting outcome: 2021–2023 plan vested at 103% of target based on relative 3-year average ROA at the 52nd percentile versus comparator banks (SNL Bank Index, $1.5–$6B) .
| LTI Plan | Metric | Threshold | Target | Stretch | Actual Performance | Payout |
|---|---|---|---|---|---|---|
| 2021–2023 | Relative 3-yr avg ROA | 35th pct | 50th pct | 75th pct | 52nd pct | 103% of target |
Note: Target LTI opportunity percentages were set and disclosed for NEOs only (CEO 65% of salary; CFO 40%; other NEOs 35%) . Schmitt’s individual target opportunity is not disclosed.
Equity Ownership & Alignment
- Beneficial ownership: Schmitt’s individual shareholdings are not itemized in the proxy; directors and executive officers as a group (14 persons) held 391,122 shares (2.55% of outstanding) as of March 10, 2025 .
- Clawback: Executive officers are subject to a clawback policy compliant with NYSE American and SEC rules; erroneously awarded incentive-based pay over the prior three years must be recovered in the event of an accounting restatement .
- Hedging: The Securities and Insider Trading Policy prohibits hedging by directors, executive officers, employees, contractors, and consultants .
- Stock ownership guidelines: Apply to directors and NEOs (CEO 3x salary; other NEOs 1x salary) with holding requirements until met; grants after implementation (post-2022) have no separate post-vesting holding period . The policy as written does not explicitly cover non-NEO executive officers like Schmitt .
- Pledging: No explicit pledging policy language was identified in the disclosed sections; the policy excerpt addresses hedging but not pledging .
Employment Terms
- Employment agreement/severance: The proxy details CEO and CFO employment/CIC terms and an Executive Change in Control Severance Plan for NEOs (other than CEO/CFO), but does not disclose Schmitt’s participation or individual severance/CIC economics .
- Equity award treatment (general plan terms): Equity award agreements provide prorated vesting upon death, disability, or retirement (age 65, or 60 with 10 years), based on actual performance for performance-based awards; full vesting upon a change in control (without a termination requirement) at target for performance-based awards .
- Tax gross-ups: The company states no excise tax gross-ups; instead, potential 280G “cutback” applies for a better after-tax outcome .
Investment Implications
- Pay-for-performance alignment: Senior management incentives focus on relative profitability (Core ROA/ROE vs a custom Northeast/Mid-Atlantic peer set), with balanced annual metrics tied to earnings quality, efficiency, and credit—supporting alignment with shareholder value creation; the 2021–2023 LTI paying at 103% indicates moderate, performance-based realization rather than windfall outcomes .
- Retention and supply overhang: Three-year cliff for performance RSUs and 3-year ratable vesting on time-based stock support retention and create periodic supply as awards vest; absence of a post-vesting hold on post-2022 grants (guidelines apply to directors/NEOs) could incrementally ease selling pressure for those not covered by ownership guidelines, though Schmitt’s specific status is not disclosed .
- Governance risk mitigants: A formal clawback and hedging prohibition reduce misalignment risks; no excise tax gross-ups further align with shareholder-friendly norms .
- Information gaps: Schmitt is not an NEO; therefore, base salary, bonus outcomes, grant sizes, individual ownership, and severance/CIC terms are not disclosed—limiting precision on his personal selling pressure and parachute economics. However, he operates under enterprise incentive frameworks that emphasize relative ROA/ROE and prudent annual metrics, which are generally investor-aligned .