Jeffrey A. Reid

About Jeffrey A. Reid

Jeffrey A. Reid, age 57, is Executive Vice President and Chief Human Resources Officer (CHRO) at BOK Financial. He was promoted to CHRO in October 2022 and leads the company’s human capital strategy focused on strengthening the employee experience. He joined BOK Financial in 2004, previously serving as Senior HR Manager and then Senior HR Business Partner; earlier, he spent nine years in professional recruiting and ten years at First Union National Bank (now Wells Fargo) in consumer and business development roles . Company performance context during his tenure includes 2024 EPS of $8.14 and a two‑year relative EPS rank at the 78th percentile; a $100 investment in BOKF grew to $138 over five years vs $131 for the peer index . Recent three-year fundamentals: Revenue FY2022–FY2024 and Net Income are shown below (S&P Global data).

Values retrieved from S&P Global.

Past Roles

External Roles

Fixed Compensation

• Not a Named Executive Officer (NEO): Reid is not listed among NEOs; individual base salary and cash compensation are not disclosed in the proxy. BOKF sets executive salaries using pay‑peer medians and role scope; 2024 NEO examples show base pay set near peer medians (e.g., CEO 101% of peer median) .
• Salary-setting approach: Compensation Committee benchmarks to a pay peer group; adjustments consider experience, scope, performance, and organizational impact .

Performance Compensation

BOKF’s Executive Incentive Plan (EIP) blends an annual cash bonus and long‑term equity; NEO weightings are disclosed, while CHRO-specific weightings are not. Design elements and 2024 actuals used across executives:

• 2022–2023 zero LTI performance payouts (peer methodology issues) prompted a one‑time special award (Feb 2025) for NEOs totaling ~$350k; this indicates committee discretion when plan design under‑reflects performance (CHRO not listed among recipients) .
• Risk controls: Incentive Risk Review Committee oversight, clawback policy for improperly paid incentive comp, stock ownership guidelines, and a long‑term focus emphasized by CEO and Chair .

Equity Ownership & Alignment

• Initial statement of ownership: Upon becoming a Section 16 officer, Reid filed Form 3 reporting 2,340 shares (including 1,801 restricted) directly and 1,014.3934 shares in the 401(k) Plan (indirect) as of October 2022 . No subsequent Form 4 transactions were located in the company’s document index for the last 24 months; only the initial Form 3 and amendment were found, limiting visibility into recent trading/sales patterns .
• Company ownership guidelines: Executives must hold stock equal to a multiple of base salary; unvested awards and options don’t count; compliance measured on a 90‑day average. Multiples are disclosed for NEOs; CHRO‑specific multiple not disclosed. Compliance is reviewed annually .
• Hedging/pledging: Company allows hedging transactions (governed by Insider Trading Policy); pledging is not prohibited. No pledging is disclosed for Reid; principal shareholder George B. Kaiser had 18,073,394 shares pledged as of Jan 31, 2025 .

Employment Terms

• Role and tenure: CHRO since October 2022; joined BOKF in 2004 .
• Severance (general executive policy): Executives receive standard severance based on tenure; named executives have additional severance via employment agreements. Restricted stock/units continue subject to restrictions after a without‑cause termination .
• Change‑of‑Control (CoC): If an executive or any employee is terminated without cause within one year after a CoC, all unvested service‑ and performance‑based shares vest (accelerated vesting). For executives with employment agreements, a without‑cause termination following a CoC pays 2× annual salary (double‑trigger). CoC is defined (including loss of majority control by the Kaiser group or loss of BOKF bank control) .
• Non‑solicit: For executives, 1 year after termination (2 years if for cause) non‑solicit of clients/employees; $3,000 paid in arrears for each applicable year .
• Clawback: Board may recover improperly paid incentive comp; a formal Clawback Policy is on file (2023 10‑K) .
• Perquisites: Company broadly limits perquisites; for NEOs, disclosed items include 401(k) match, executive life insurance, wellness benefit, medical supplement, and occasional trip earnings; CHRO‑specific perquisites not disclosed .

Additional Company Context Relevant to CHRO Incentives

• Grant timing: Annual equity grant date moved from second to third Friday in January beginning in 2025 (relevant for potential sell‑to‑cover windows) .
• Say‑on‑Pay: 2024 shareholder vote showed significant support; no changes were made due to the vote .
• Controlled company: BOKF is a NASDAQ “controlled company” (Kaiser ~59.08%); exempt from certain governance requirements (e.g., majority independent directors, fully independent comp committee), though board maintains many independent practices .

Investment Implications

• Pay-for-performance alignment: The EIP’s heavy reliance on relative EPS growth ties a large share of annual/LTI pay to peer‑relative profitability, supporting alignment; 2024 EPS percentile of 78.1% drove near‑maximum EPS components for NEOs . For CHRO, while exact weightings aren’t disclosed, it is reasonable that incentives reflect company and strategic people objectives; his remit (human capital strategy) likely contributes to Business Performance and Strategic Objectives outcomes .
• Retention and selling pressure: Only Form 3 filings were located; absence of visible Form 4 activity reduces evidence of opportunistic selling but also limits transparency. Watch for activity around annual grant/vesting cycles (post‑January grant date and third‑year service vest dates; performance awards review after two years with additional two‑year holding) .
• Governance risk checks: Accelerated vesting for employees/executives upon CoC, permissible hedging, and controlled‑company status are governance considerations. The Compensation Committee’s discretion (one‑time award in 2025 for NEOs) shows willingness to adjust when plan design under‑delivers despite performance—neither clearly shareholder‑unfriendly nor friendly on its face, but worth monitoring if repeated .
• Execution risk: As CHRO, Reid’s value creation lever is talent—recruitment, retention, engagement, and cost discipline. The company’s strong relative EPS performance in 2024 and sustained net income suggest stable operations; continuing to deliver above‑peer EPS growth is key for maintaining high incentive payouts and retention across leadership .

Data gaps: Reid is not a NEO; therefore, individual base salary, target/actual bonus amounts, equity grants, and ownership guideline status are not disclosed. Only initial ownership (Form 3) is available; no Form 4 trading record was found in the document index search window used.

Citations:

• Executive bio, role, age, tenure:
• EIP design, weightings, 2024 outcomes, LTI structure/vesting, grant timing:
• Ownership guidelines and compliance mechanics:
• Hedging/pledging policy and pledged shares (Kaiser):
• CoC/termination benefits, non‑solicit, clawback:
• Say‑on‑Pay support:
• Controlled company status:
• Initial beneficial ownership (Form 3 / 3‑A):
• 401(k) Plan Committee signatures:
• Pay vs Performance (TSR, EPS, relative rank):