David Bonaccorso
About David Bonaccorso
David “Dave” Bonaccorso, age 49, is Executive Vice President and Chief Financial Officer of Bank of Marin Bancorp (BMRC) as of January 2, 2025, after joining the bank in August 2023 as Treasurer; he is a CFA charterholder with a 30-year financial services career beginning in 1995 . During Q1 2025 as CFO, he reported net income of $4.9 million ($0.30/share), NIM improvement with March NIM at 2.85%, and deposit cost reductions, while maintaining strong capital ratios and declaring the 80th consecutive dividend . In 2024, the company improved non-GAAP pre-tax, pre-provision net income and ROA in the second half, with NIM rising from 2.52% (Q2) to 2.80% (Q4) and noninterest-bearing deposits at 43.5% year-end; pay-versus-performance disclosure shows 2024 BMRC TSR indexed at 99.6 and ROA of -0.22% GAAP / 0.38% comparable .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Bank of Marin | Treasurer | Aug 2023–Jan 2025 | Treasury leadership ahead of CFO appointment |
| Rabobank, N.A. | Treasurer | Prior to 2023 | Led treasury at a regional bank |
| Mechanics Bank | Treasurer | Prior to 2023 | Led treasury at a California bank |
| Wells Fargo Securities; Keefe, Bruyette & Woods; FIG Partners; Hoefer & Arnett | Fixed income/equity markets coverage | Began 1995 (financial services career) | Provided markets services to 200+ West Coast banks |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Kentfield School District | Volunteer | Not disclosed | Community engagement |
| Kentfield Futbol Club | Volunteer | Not disclosed | Community engagement |
Fixed Compensation
| Component | Value | Effective Date | Notes |
|---|---|---|---|
| Base Salary | $365,000 | Jan 2, 2025 | Subject to annual reviews |
| Target Cash Bonus | 40% of base | 2025 plan | Under Annual Individual Incentive Compensation Plan |
| Target Equity Incentive | 30% of base | 2025 plan | Under equity incentive plan |
| Car Allowance | Provided | 2025 | Standard perquisites; other employee benefits |
Performance Compensation
| Metric | Weighting (CFO framework) | Target Structure | Actual (2024 company outcomes) | Payout / Vesting |
|---|---|---|---|---|
| Core Pre-tax, Pre-provision Net Income | 15% (CFO) | Threshold/Target/Max set annually | 2024 actual used for plan: $24.0m vs $24.9m target (88.08% of target) | Contributes to overall company payout (52.01% bankwide) |
| Core Return on Assets | 10% (CFO) | Threshold/Target/Max set annually | 0.38% (61.11% of target) | Included in bankwide payout |
| Core Non-Interest Expense | 5% (CFO) | Lower expense improves payout | $(81.8)m (133.63% of target) | Included in bankwide payout |
| Total Loan Growth | 12.5% (CFO) | Threshold/Target/Max set annually | Below threshold | No payout for this metric |
| Total Deposit Growth | 7.5% (CFO) | Threshold/Target/Max set annually | Below threshold | No payout for this metric |
| Individual Goals (CFO) | 50% of CFO bonus | CFO-specific objectives | 2024 average NEO individual payout 61.50% | Weighted with company component |
Notes:
- 2024 CFO was Tani Girton; 2025 CFO (Bonaccorso) participates under the same plan framework with CFO target bonus of 40% of salary; specific 2025 targets/weights are set annually by the Compensation Committee .
- 2024 aggregate payout factors: bankwide component 52.01%; CFO total payout to target 66.00% (for Girton) .
Equity Incentives (structure):
- Restricted Shares: time-vest; typical vest 33% per year over 3 years .
- Performance Shares: relative performance vs peers; threshold 50% of target, target 100%, max 200% of target; 3-year performance, cliff vest (e.g., 2024 grant metrics ROAA/EPS growth/Efficiency/NPA vs peers) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (shares) | 11,047 shares; 0.07% of common stock outstanding |
| Vested vs Unvested | Not disclosed for Bonaccorso; no options listed for him |
| Pledging/Hedging | Prohibited for directors, NEOs, and officers; blackout periods enforced |
| Stock Ownership Guidelines | 1x base salary for other NEOs (CEO 3x; Directors 2x); policy in force; NEOs and Board members in compliance (as of 2024 reporting) |
| Equity Plan Capacity | 925,140 shares available for future issuance under plans at 12/31/2024 |
Employment Terms
| Provision | Terms |
|---|---|
| Change-in-Control (CIC) Agreement | One-year term with automatic annual renewal; double-trigger (CIC followed by termination or resignation for Good Reason within 1 year) |
| CIC Severance | Lump sum on 5th day post-termination: (average salary of last 3 full years × 1.5 seniority factor) + previous year’s annual bonus + COBRA health premiums 18 months + COBRA dental/vision 12 months; no mitigation; subject to 280G/4999 cutback |
| Good Reason Triggers | Adverse role/title change; salary reduction; ≥20% reduction in non-salary benefits; failure to assume agreement; relocation >40 miles from Novato, CA |
| SERP (Salary Continuation Agreement) | Normal retirement at age 65: $146,500 per year for 15 years (monthly payments); early termination/disability: lesser annual benefit per accrual schedule, paid starting at normal retirement; CIC + termination: lump-sum of accrued account value; pre-retirement death: lump-sum to beneficiary; Section 409A compliant; golden parachute restrictions (12 CFR Part 359) |
| Clawback | Annual incentive clawback for significant restatement due to negligence, fraud, or intentional misconduct |
| No Gross-Ups | No excise tax gross-ups; payments limited to avoid excess parachute tax |
| Options/Restricted Stock Acceleration | Awards vest/accelerate if Company not surviving post-CIC; retirement/disability/death have specified vesting/exercise terms; award acceleration at Committee/Board discretion |
Additional Context and Track Record
- CFO Commentary and Execution: As CFO, Bonaccorso outlined Q1 2025 drivers including 7 bps quarterly deposit cost reduction, targeted April rate cuts on ~$260 million of balances, and redeployment of excess liquidity into loans/securities at 40–50 bps above cash yields; March NIM was 2.85% and liabilities remained more rate-sensitive, with non-maturity deposit betas ~40% versus assets .
- Company Operations: 2024 balance sheet repositioning (sale of $325.2m AFS at $32.5m pre-tax loss) improved NIM and operating leverage in 2H 2024; adjusted non-GAAP metrics improved QoQ; loans origination $152.6m for 2024; non-accrual loans decreased and NIB deposits were 43.5% of total .
- Governance and Compensation Practices: Independent Compensation Committee; peer benchmarking with 19 regional banks (median assets $4.12B vs BMRC $3.70B); no hedging/pledging; no option repricing without shareholder approval; annual say-on-pay approved by ~86% in 2024 .
Investment Implications
- Alignment and Ownership: Beneficial ownership (11,047 shares) and strict anti-pledging/hedging policy, combined with stock ownership guidelines (1× salary for NEOs), support alignment; specific guideline compliance for Bonaccorso is not disclosed, but policy applies to executive officers .
- Retention and Change-in-Control Economics: Moderate CIC severance (1.5× average salary plus last bonus and COBRA) and robust SERP ($146.5k/year for 15 years at normal retirement) create retention but cap windfalls via 280G/4999 cutback; double-trigger structure reduces single-trigger risk .
- Performance Incentives vs Outcomes: CFO incentive structure is primarily metric-driven (company and individual goals); 2024 outcomes show bankwide payout 52.01% with CFO total payout to target at 66% for the then-CFO, reinforcing pay-for-performance discipline and clawback protection .
- Trading Signals: Blackout windows and anti-hedging/pledging reduce near-term selling pressure; equity awards typically vest over three years with performance share cliff vesting, smoothing potential supply; insider ownership and strict policies suggest limited near-term adverse technicals .
- Governance and Shareholder Support: Strong say-on-pay support (~86%) and independent committee oversight reduce compensation risk; no related-party transactions and no delinquent Section 16 filings mitigate red flags .