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Christopher Tonkovich

Executive Vice President and Chief Credit Officer at Princeton Bancorp
Executive

About Christopher Tonkovich

Executive Vice President and Chief Credit Officer at Princeton Bancorp, Inc. (The Bank of Princeton). Joined the Bank in 2012 as SVP, Credit and Workout Director; promoted to EVP & Chief Credit Officer on February 25, 2019. He holds finance and economics degrees from Mount Saint Mary’s University (1986) and has 30+ years in banking, including formal credit training at Summit Bank and 17 years at Santander managing workout, leasing, and aviation groups. He is a member of the Robert Morris Association and the Turnaround Management Association; age 63.

Company performance context during his CCO tenure: cumulative TSR rose from 100 (12/31/2019 base) to 126.92 at 12/31/2024; net income was $26.5M in 2022, $25.8M in 2023, and $10.2M in 2024 (the 2024 decline was partly driven by purchase accounting and higher credit loss provisioning amid two large CRE delinquencies).

Past Roles

OrganizationRoleYearsStrategic impact
The Bank of PrincetonEVP & Chief Credit Officer2019–presentLeads credit risk, special assets/workouts, and credit policy oversight.
The Bank of PrincetonSVP, Credit and Workout Director2012–2019Built and led workout and credit oversight during growth phase.
Santander BankVarious leadership roles (Workout, Leasing, Aviation)17 years (dates not disclosed)Managed complex special assets/leasing portfolios; liaison to audit groups.
Summit BankCommercial Lending (formally credit trained)Not disclosedLed a commercial lending group; formal credit foundation.

External Roles

OrganizationRoleYears
Robert Morris AssociationMemberNot disclosed
Turnaround Management AssociationMemberNot disclosed

Fixed Compensation

ComponentDisclosure for TonkovichNotes/Company context
Base salaryNot individually disclosed (not a named executive officer in the proxy)2024 proxy Summary Compensation Table lists CEO, COO/GC, and CLO only.
Retirement/Deferred/SerpNot disclosed for TonkovichSERP applies to CEO and COO/GC; no SERP disclosed for Tonkovich.
401(k)Eligible employees may participate; individual amounts not disclosedCompany provides matching contributions; all NEOs participate.
ESOPEligible employees may participate; individual amounts not disclosedESOP allocates stock to eligible employees based on plan compensation; all NEOs participate.
PerquisitesNot disclosed for TonkovichNEOs receive items like club dues, auto/cell allowances; not specified for Tonkovich.

Performance Compensation

  • Short-term incentive (Management Incentive Plan): Company-wide plan for selected management, including NEOs; payout components and weights for 2024 below. Individual targets/actuals/payouts were not disclosed for Tonkovich.
Metric (2024)WeightTargetActualPayoutVesting/Pay form
Tangible book value (ex-CDI, goodwill, TS, AOCI)50%Not disclosedNot disclosedNot disclosedCash (annual)
Net loan funding20%Not disclosedNot disclosedNot disclosedCash (annual)
Qualitative (risk, compliance, strategic initiatives)10%Not disclosedAssessed by committeeNot disclosedCash (annual)
Non-accrual loans + OREO as % of total assets20%Not disclosedNot disclosedNot disclosedCash (annual)
  • Long-term incentives (2018 Equity Incentive Plan): Company uses time-based RSUs vesting ratably over three years for long-term incentives; dividend equivalents accrue and pay only on vesting. All outstanding options, restricted stock, and RSUs vest on a change in control; plan covers employees, directors, consultants; 215,025 shares remained available at 12/31/2024. Individual RSU awards for Tonkovich were not disclosed.

  • Clawback: Company adopted an executive compensation clawback policy in 2023 pursuant to SEC rules (filed as Exhibit 97.1). The 10-K also notes SEC clawback requirements applicable to listed companies.

Equity Ownership & Alignment

ItemStatus/Disclosure
Beneficial ownershipNot individually disclosed for Tonkovich in 2025 proxy (table lists directors and NEOs individually; Tonkovich not included).
Vested vs unvested equityNot disclosed for Tonkovich; outstanding awards table covers NEOs only.
Options heldNot disclosed for Tonkovich; 281,809 options outstanding company-wide with $19.86 weighted avg exercise price.
Ownership guidelinesNot disclosed in proxy; no stated executive ownership multiple found.
Hedging/pledgingProxy notes an insider trading policy; no explicit hedging or pledging prohibitions disclosed.

Employment Terms

TermDisclosure
Employment agreement“Employment Agreement between the Bank and Christopher Tonkovich dated February 25, 2019” is filed as an exhibit to the 10-K (itemized as Exhibit 10.9/10.11). The proxy does not summarize his agreement terms.
Severance (non‑CIC)Not disclosed for Tonkovich in the proxy. (CEO/COO/GC agreements: 2x salary + 3‑yr avg highest bonus plus 18 months health; not necessarily applicable to Tonkovich.)
Change‑in‑controlNot disclosed for Tonkovich in the proxy. (CEO/COO/GC: 3x salary + 3‑yr avg highest bonus + 18 months health; not necessarily applicable to Tonkovich.)
Non‑compete / Non‑solicitNot disclosed for Tonkovich. (NEO agreements restrict competition/solicits for 6 months post‑termination within counties of operation; not necessarily applicable to Tonkovich.)
Equity accelerationAll outstanding options, restricted stock, and RSUs become fully vested upon a change in control under the 2018 Plan.

Performance & Track Record

  • Company TSR and earnings profile during current CCO’s tenure:
Metric201920202021202220232024
TSR (cumulative, $100 base at 12/31/2019)100.00 75.69 96.99 108.41 127.63 126.92
Net income ($000s)26,494 25,765 10,242
  • Credit quality and concentration (key to CCO oversight):
    • CRE and multifamily loans were 76.1% of total loans at 12/31/2024; commercial & industrial 5.1%; construction 14.1%.
    • Nonperforming assets rose to $27.1M at 12/31/2024 (vs. $6.7M in 2023), driven by two delinquent CRE participations ($25.4M) under evaluation with the lead bank.
    • Allowance for credit losses increased to $23.7M (1.30% of loans) at 12/31/2024 (vs. $18.5M and 1.19% in 2023). Nonaccrual loans/total loans rose to 1.47% (from 0.43%).
Credit metric20232024
Nonperforming assets ($000s)6,708 27,136
ACL on loans ($000s)18,492 23,657
ACL / total loans1.19% 1.30%
Nonaccrual loans / total loans0.43% 1.47%

Compensation Structure Analysis (alignment signals)

  • Incentive design centers on capital formation (tangible book value, 50% weight), prudent growth (net loan funding, 20%), asset quality (non‑accrual ratio, 20%), and controlled execution (qualitative 10%). For a CCO, the explicit non‑accrual KPI directly links pay to credit outcomes, while TBV and funding introduce growth-versus-risk tradeoffs requiring disciplined underwriting.
  • Long-term equity favors time-based RSUs (lower risk than options), vesting over 3 years; all equity vests at change-in-control, which can create supply upon a transaction but aligns executives with strategic outcomes.
  • Company uses market benchmarking (S&P Global MI data for NJ/NY/PA banks $2–$4B assets) rather than a fixed peer list; oversight includes a clawback policy filed in 2023.

Equity Ownership & Alignment (risk indicators)

  • No individual ownership, pledging, hedging, or guideline compliance disclosed for Tonkovich in the proxy; the company cites an insider trading policy but does not explicitly disclose hedging/pledging prohibitions.
  • Outstanding executive equity award detail tables exclude Tonkovich (cover NEOs only), limiting visibility on his unvested/vested exposure and potential vesting-related selling pressure.

Employment Terms (retention and CoC economics)

  • Tonkovich has a standalone Employment Agreement on file (Feb 25, 2019), but severance, non‑compete, and CoC cash terms were not summarized in the 2024/2025 proxies; equity acceleration would follow plan rules (full vesting at CoC). Analysts should review Exhibit 10.9/10.11 in the 10-Ks for specific terms.

Investment Implications

  • Alignment: Incentive metrics explicitly include asset quality and TBV, reinforcing prudence in a portfolio concentrated in CRE (76% of loans). Rising NPAs in 2024 elevate the importance of credit discipline and may constrain bonus outcomes under the non‑accrual KPI.
  • Retention/CoC: Existence of a dedicated employment agreement indicates negotiated protections; equity accelerates on CoC. Absent public severance detail for Tonkovich, equity-based alignment likely dominates near-term retention incentives.
  • Ownership transparency: Lack of individual ownership disclosure reduces visibility into “skin-in-the-game” and potential selling pressure from scheduled RSU vestings; monitoring Section 16 filings would be prudent.
  • Risk/Reward: Credit oversight is the key lever. Elevated CRE concentration and a step-up in NPAs (with two large delinquent CRE participations) are core execution risks under the CCO remit and should be triangulated against MIP outcomes and credit cost trajectory.