Thomas Cornish
BankUnitedAbout Thomas Cornish
Thomas M. Cornish, 66, is BankUnited, Inc.’s Chief Operating Officer (COO) and has served in this role since January 2017; he previously served as President, Florida Region (2014–2016) and earned a B.A. from Florida International University . In 2024, BankUnited delivered improving profitability metrics (EPS rising sequentially from $0.64 to $0.91; NIM from 2.57% to 2.84%; ROAA from 0.54% to 0.78%; ROAE from 7.3% to 9.7%) alongside strategic balance sheet improvements (NIDDA at 27.3% of deposits; wholesale funding ratio at 23.4%) that featured prominently in incentive determinations . The company’s stock outperformed the regional bank index in 2024 (Company +22% vs. index +13%) and has been directionally consistent though more volatile than the index over the broader five-year period .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| BankUnited, Inc. | COO | 2017–present | Senior operator through margin expansion and funding-mix improvements central to 2024 incentives |
| BankUnited, Inc. | President, Florida Region | 2014–2016 | Led Florida franchise prior to promotion to COO |
| Marsh & McLennan Agency, Florida Region | President & CEO | 2003–2014 | Recognized as Miami’s CEO of the Year; “Ultimate CEO” honors |
| SunTrust Bank | Senior leadership roles | 1983–2003 | Two decades of banking leadership experience |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| FIU Foundation | Past Chairman of the Board | — | University advancement; elected to FIU School of Business Hall of Fame (2013) |
| FIU Wolfsonian Museum | Past Chairman | — | Cultural stewardship and community engagement |
| Miami Children’s Hospital Foundation | Past Chairman | — | Philanthropy leadership |
| Beacon Council | Past Chairman | — | Regional economic development leadership |
| Assurex Global Corporation | Past Chairman | — | Industry governance |
| Camillus House; Chapman Partnership; Orange Bowl Committee | Past board/member | — | Community and civic engagement |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 653,625 | 661,500 | 661,500 |
| Employer 401(k) Contribution ($) | 13,725 | 17,139 | 15,525 |
| Deferred Compensation – Aggregate Balance at FYE ($) | 94,500 (prior amounts included in aggregate) | — | 138,708 |
Notes: No defined benefit pension plan disclosed; standard welfare benefits; no excise tax gross-ups; clawback policy compliant with SEC/NYSE .
Performance Compensation
Annual Incentive Plan (AIP) – Structure and Outcomes (2024)
- Target opportunity: $992,250; Threshold $496,125; Maximum $1,984,500 .
- Weighting: 75% financial metrics (two Absolute and one Relative), 25% strategic objectives .
| Metric (Weight) | Threshold | Target | Maximum | Actual/Percentile | Result |
|---|---|---|---|---|---|
| NIDDA / Total Deposits (25%) | ≥19% | ≥22.5% | ≥26% | 27.3% | Maximum (200% of component) |
| Wholesale Funding Ratio (25%) | ≤37.5% | ≤30% | ≤26% | 23.4% | Maximum (200% of component) |
| Relative NPA Ratio ex-SBA guaranteed (25%) | — | — | — | 10th percentile | No Payout (0% of component) |
| Strategic Objectives (25%) | — | — | — | Committee assessment | Maximum (200% of component) |
| AIP Payout Summary (2024) | Amount ($) |
|---|---|
| Thomas M. Cornish – Total AIP Payout | 1,488,375 |
Committee cited strong execution on profitability and funding mix priorities, expansion markets progress, and fee initiatives amid a challenging environment; risk/compliance remained solid (no material control weaknesses; within Risk Appetite limits) .
Long-Term Incentives (LTIP)
- Time-based RSUs (2024 grant): 23,773 RSUs; vests 1/3 on 12/31/2024, 12/31/2025, 12/31/2026; grant date fair value $665,644 .
- Performance Share Units (2024–2026 cycle): 23,773 target PSUs; 60% based on relative metrics (avg 3-yr net charge-off ratio; avg 3-yr ROAA improvement; 3-yr TSR vs KBW Regional Bank Index) with 25th/50th/75th percentiles mapping to 50%/100%/200% payout; 40% based on absolute metrics (expansion commitments+deposits targets; SVP+ retention thresholds) with 50%/100%/200% grid .
- 2021 PSU cycle (vested 2024): APR 31.87% → 63.73% of target; Cornish received 9,194 shares (value realized $350,935) .
| LTIP Grants (2024) | RSUs (#) | PSUs Target (#) | Vesting/Performance Terms |
|---|---|---|---|
| Thomas M. Cornish | 23,773 | 23,773 | RSUs: 1/3 annually through 2026 ; PSUs: 2024–2026 with relative and absolute metrics/grids |
No stock options disclosed outstanding for Cornish; equity program utilizes RSUs/PSUs .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership (3/25/2025) | 129,938 shares; includes 29,938 RSUs |
| Ownership as % of shares outstanding | ~0.17% (129,938 / 75,242,048) based on shares outstanding at 3/25/2025 |
| Unvested RSUs (12/31/2024) | 29,938; MV $1,142,733 at $38.17 |
| Unearned PSUs at max (12/31/2024) | 116,634; MV $4,451,920 at $38.17 (performance not yet achieved) |
| Upcoming RSU vesting dates | 22,014 on 12/31/2025; 7,924 on 12/31/2026 |
| Ownership guidelines | 3x base salary; Cornish required ~$1,984,500 and “Yes” in compliance (as of Feb 2025) |
| Hedging/pledging | Prohibited for directors/NEOs; also margin accounts prohibited |
| Clawback | Compensation Recovery Policy compliant with SEC/NYSE |
Employment Terms
| Provision | Summary |
|---|---|
| Employment agreement | Only CEO has an employment agreement; Cornish has no separate employment agreement disclosed |
| Change-in-control (CIC) – equity | For NEOs (other than CEO), equity is not accelerated on CIC itself; double-trigger acceleration upon termination without cause/for good reason within 24 months post-CIC |
| CIC – cash severance | No Cornish cash severance disclosed; estimated payments table shows equity acceleration only upon qualifying termination following CIC (no cash/benefits) |
| Estimated payments (assumed 12/31/2024) | “Without Cause/For Good Reason” following CIC: Cash $0; Benefits $0; Value of accelerated equity $3,808,221; Total $3,808,221 |
No related-party transactions were reportable in 2024 or YTD 2025, a governance positive .
Performance Compensation – Metric Detail (for transparency)
| AIP Metric | Weight | Target/Peer Construct | Rationale |
|---|---|---|---|
| NIDDA / Total Deposits | 25% | Absolute with threshold/target/max; 2024 actual 27.3% (max) | Funding quality and margin improvement priority; aligned to Risk Appetite Statement |
| Wholesale Funding Ratio | 25% | Absolute with threshold/target/max; 2024 actual 23.4% (max) | Reduce elevated wholesale funding; aligns to Risk Appetite Statement |
| NPA Ratio ex-SBA guaranteed | 25% | Relative vs peer group (percentile grid); 2024 at 10th percentile (no payout) | Credit risk effectiveness |
| Strategic Objectives | 25% | Committee assessment; 2024 max payout | Execution on profitability, growth, liquidity, human capital, and risk culture |
Peer group used for benchmarking and LTIP relative metrics is a 16-bank set (Ameris, Associated, BOK, Cadence, F.N.B., Fulton, Hancock Whitney, Pinnacle Financial Partners, Prosperity, SouthState, Synovus, Texas Capital, UMB, United Bankshares, Valley National, Webster) .
Investment Implications
- Alignment: High at-risk pay with clear funding-mix and risk-quality metrics; 2024 AIP paid 150% of target driven by NIDDA and wholesale funding improvements while relative NPA metric paid zero, underscoring balanced risk/return emphasis .
- Retention and potential selling pressure: Meaningful unvested RSUs ($1.14M) and unearned PSUs at max ($4.45M) create retention “hold” through 2026; watch 12/31/2025 and 12/31/2026 RSU tranches and PSU settlements for potential liquidity events .
- CIC risk: For Cornish, equity acceleration is double-trigger only; absence of CIC cash severance limits parachute leakage while still mitigating retention risk in a transaction scenario .
- Governance mitigants: Anti-hedging/pledging, robust clawback, and ownership requirement (3x salary, in compliance) reduce misalignment risk; 2024 say-on-pay support was 78% (down from 99% average prior three years), prompting enhanced disclosure though no structural changes—monitor investor sentiment if TSR or ROAA momentum slows .