Jorge J. García
POPULARAbout Jorge J. García
Executive Vice President and Chief Financial Officer of Popular, Inc. since April 1, 2024; previously Senior Vice President, Corporate Comptroller and Chief Accounting Officer (2012–2024), and Senior Vice President & Director of Finance and Accounting at Popular Bank (2009–2012). Age 52; Director of Banco Popular de Puerto Rico since April 2024. During 2024, Popular delivered adjusted net income of $646.1 million (+10% YoY), closed the year with stock price $94.06 (+15% YoY), and achieved adjusted ROATCE of 10.00%; the 2022–2024 performance share cycle vested at 122.19% of target, driven by 3-year TSR at the 75.6th percentile and 3-year average ROATCE of 11.88% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Popular, Inc. | EVP & CFO | Apr 2024–present | Led capital actions (dividend to $0.70, ~$217M buybacks), enhanced liquidity, investor outreach; supported leadership transition . |
| Popular, Inc. | SVP, Corporate Comptroller & Chief Accounting Officer | Mar 2012–Apr 2024 | Corporate controllership and financial reporting leadership through transformation and technology modernization . |
| Popular Bank (U.S.) | SVP & Director of Finance and Accounting | Jun 2009–Mar 2012 | Led finance/accounting for mainland subsidiary during post-crisis stabilization . |
External Roles
No external public company directorships or outside organizations disclosed for Mr. García .
Fixed Compensation
| Component | 2024 Detail |
|---|---|
| Base salary | $590,000 (adjusted from $406,249 effective Apr 1, 2024 upon promotion) . |
| Target short‑term incentive (STI) | 80% of base salary for NEOs; Mr. García’s 2024 STI prorated: 3 months at 45% (prior role) + 9 months at 80% (CFO role) . |
| 2024 STI payout | $382,173 total; 91% of target payout rate . |
| Total 2024 compensation | $1,624,881 (Salary $540,529; Bonus $24,583; Stock awards $666,724; Non‑equity incentive $382,173; All Other $10,872) . |
Performance Compensation
2024 Short‑Term Incentive (paid in 2025)
| Component | Weight | Target | Actual | Payout (% of target) | Notes |
|---|---|---|---|---|---|
| Corporate Adjusted Net Income | 35% | $695.1M | $623.3M | 65.57% | Adjusted for FDIC special assessment . |
| Adjusted ROATCE | 15% | 11.10% | 10.00% | 66.97% | Annual adjusted ROATCE metric . |
| Strategic Transformation Goals | 25% | 100% | 102.0% | 106.67% | Digital, cloud, data foundations; NPS, engagement, growth/expense mgmt . |
| Individual Goals (García) | 25% | 100% | — | 125% | Capital actions, liquidity, investor outreach, finance leadership transition . |
| Total STI payout rate (García) | — | — | — | 91% | Cash payout $382,173 . |
2024 Long‑Term Incentive (granted Feb 22, 2024)
| Award | Metric/Structure | Target sizing | Grant detail | Vesting |
|---|---|---|---|---|
| Performance Shares (50% of LTI target) | 50% 3‑yr relative TSR vs U.S. banks $25–$500B assets; 50% 3‑yr absolute average ROATCE | 50% of base salary | Target shares 3,534; max 5,302; GAAP grant‑date fair value $312,724 (TSR fair value via Monte Carlo); Committee reports internal grant sizing $295,000 (50% base) . | Vests after 3 years (Feb 2027 Committee meeting) based on outcomes; dividend equivalents paid upon vesting . |
| Restricted Stock (50% of LTI target) | Time‑vested | 60% of base salary (120% of target for García) | 4,241 shares; grant‑date value $354,000; Committee shows 60% base sizing . | 25% per year over 4 years from grant date; covenants include non‑solicit of employees/customers . |
| LTI target level (CFO) | Mix of PSUs/RSUs | 100% of base salary | Established at 100% upon promotion . | PSU payouts 0–150% of target; capped at 100% if absolute TSR negative . |
2022–2024 Performance Share Payouts (historical)
| Cycle | TSR result | TSR payout | ROATCE 3‑yr avg | ROATCE payout | Combined payout |
|---|---|---|---|---|---|
| 2022–2024 | 29.1% TSR; 75.6th percentile | 150% | 11.88% | 94.38% | 122.19% of target (+div equivalents) . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial ownership | 16,659 shares of BPOP common stock as of Mar 11, 2025 . |
| Unvested restricted stock (12/31/2024) | 9,183 shares; market value $863,753 (at $94.06) . |
| Unearned performance shares (12/31/2024) | 5,301 max‑basis shares; payout contingent on 2024–2026 results; market value reference $498,612 (at $94.06) . |
| 2024 stock vested (activity) | 2,157 shares vested; realized value $179,980 . |
| Ownership guidelines | Executives must hold 3× base salary within 5 years; all NEOs met or are targeted to meet deadlines (as of Feb 2025) . |
| Hedging/pledging | Hedging/monetization and pledging of Popular securities prohibited for executives/directors . |
| Insider trading policy | Formal policy and procedures; included in 2024 10‑K exhibits; training and annual certifications . |
Employment Terms
- No employment or change‑in‑control agreements; double‑trigger vesting for equity awards under 2020/2004 Omnibus Plans (CIC plus qualifying termination) .
- Puerto Rico statutory severance (Law 80) applies to Puerto Rico‑based employees hired before Jan 26, 2017; categories range from 2–6 months pay plus weeks per service year; Mr. García has been with Popular/Popular Bank since 2009 .
- Clawback policy compliant with SEC Rule 10D‑1 and Nasdaq 5608; covers restatements and misconduct; applies to cash and equity incentives .
Potential payments (12/31/2024 assumptions; equity only)
| Scenario | Total | Restricted Stock | Performance Shares |
|---|---|---|---|
| Death & Disability | $1,196,161 | $863,753 | $332,408 . |
| Change in Control (double trigger) | $1,196,161 | $863,753 | $332,408 . |
| Termination Without Cause | $645,285 | $534,483 | $110,803 . |
| Retirement | Not eligible per table | — | — . |
Investment Implications
- Pay-for-performance alignment: García’s 2024 STI paid at 91% of target, directly tied to adjusted net income (65.57% component), ROATCE (66.97%), strategic milestones (106.67%), and strong individual outcomes (125%), signaling balanced incentives across profitability, capital efficiency, transformation execution, and leadership .
- Retention and vesting overhang: Material unvested equity (9,183 RS + up to 5,301 PS) with 4-year ratable RS vesting and 3-year PSU cliff vesting reduces near-term voluntary departure risk but creates periodic supply from vesting; 2024 vesting activity was modest (2,157 shares) .
- Risk controls: No options, no employment/CIC contracts, double-trigger vesting, prohibition on hedging/pledging, and robust clawback reduce misalignment and excessive risk-taking; stock ownership guidelines further anchor “skin-in-the-game” .
- Execution track record: 2022–2024 PSUs paid above target (122.19%) on strong 3-year TSR and ROATCE, and 2024 capital actions (dividend hike and ~$217M buybacks) underscore disciplined capital deployment under García’s finance leadership—supportive of valuation and potential future PSU vesting outcomes .
- Trading signals: Watch quarterly vest dates for RS (25% annual from Feb 22, 2024) and performance share certification dates (Feb 2027), plus insider Form 4 activity around those windows; policy bans hedging/pledging, mitigating forced‑sale risk, but vesting-driven liquidity events could add incremental supply .