Christopher Treece
About Christopher Treece
Christopher G. Treece is Executive Vice President and Chief Financial Officer of Sierra Bancorp and Bank of the Sierra (appointed January 1, 2020) and, effective January 5, 2026, will also serve as Principal Accounting Officer with no change in compensation . He is 56 years old and has been a public-company CFO for more than a decade, previously serving as CFO of Gateway First Bank (2019) and Guaranty Bancorp/Guaranty Bank and Trust (2011–2019) . Company performance under the current leadership shows five-year net income of $40.6M in 2024 and ROAA of 1.12%, with 2024 TSR at 121.25 (vs. peer 132.44); management attributes the 2024 ROAA lift to an early-2024 balance sheet restructure (selling low-yield securities and paying down borrowings) . Over 2019–2024 the Company acknowledges TSR underperformed peers, citing volatility in loan growth as a factor .
Company performance trend (CFO tenure period)
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Net Income ($000) | 35,444 | 43,012 | 33,659 | 34,844 | 40,560 |
| ROAA (%) | 1.22 | 1.29 | 0.97 | 0.94 | 1.12 |
| TSR (Value of $100) | 85.30 | 100.27 | 81.64 | 90.98 | 121.25 |
| Peer TSR (Value of $100) | 90.82 | 126.43 | 111.47 | 112.03 | 132.44 |
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Gateway First Bank | Chief Financial Officer | 2019 | Not disclosed |
| Guaranty Bancorp / Guaranty Bank and Trust Company | Chief Financial Officer | 2011–2019 | Not disclosed |
External Roles
- None disclosed in company filings .
Fixed Compensation
Multi-year summary compensation (Named Executive Officer data)
| Component ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary | 400,000 | 420,000 | 441,000 |
| Cash Bonus | 189,600 | 202,440 | 232,583 |
| Stock Awards (grant-date fair value) | 149,965 | 149,937 | — |
| All Other Compensation (incl. perqs) | 38,058 | 47,131 | 63,478 |
| Total | 777,623 | 819,508 | 737,062 |
- Target annual bonus opportunity: 50% of base salary for executive vice presidents (including CFO) .
- 2024 incentive plan mechanics: 80% Company net income target ($36.6M) + 20% discretionary; actual 2024 net income achieved 110.96% of target, producing a 105.48% of target bonus payout for NEOs (including CFO) .
- Key perquisites: $12,000 annual car allowance; 401(k) company contributions; dividends on restricted stock (e.g., $33,149 in 2024) .
Performance Compensation
Annual Cash Incentive (2024)
| Metric | Weight | Target | Actual | Payout Impact |
|---|---|---|---|---|
| Company Net Income | 80% | $36.6M | 110.96% of target | Adds 5.48% above target factor |
| Individual/Discretionary | 20% | Qualitative | Fully met | Included in total |
| Overall Bonus Factor | — | 100% at target | — | 105.48% of target |
Equity Awards – Structure, Grants, and Vesting
| Award | Grant timing | Size/Value | Structure | Performance Metric(s) | Vesting |
|---|---|---|---|---|---|
| RSU/PSU cycle | Nov 2022 | $150,000 | 50% time-based / 50% performance-based | 3-yr avg ROE vs peer: 30th–75th percentile (0%–150% payout) | Time-based ratable over 3 yrs; PSUs cliff at 3 yrs |
| RSU/PSU cycle | Nov 16, 2023 | $150,000 (CFO); 3,975 TB + 5,963 PS at $18.86 grant price | 50% time-based / 50% performance-based | 3-yr avg ROAA vs peer: 30th–75th percentile (0%–150% payout) | Time-based ratable over 3 yrs; PSUs cliff at 3 yrs |
| Equity grant policy reset | Feb 2025 | CFO grant sized at 49.8% of base salary | 65% time-based / 35% performance-based for CFO | PSU target: 3-yr avg ROAA ≥ 1.14% = Target; sliding scale below/above; time-based vests ratably over 3 yrs | Time-based ratable 3 yrs; PSUs cliff at 3 yrs |
2024 vesting events (shares vested)
| Date | Shares vested | Notes |
|---|---|---|
| Aug 20, 2024 | 4,444 | RSU tranche |
| Nov 16, 2024 | 1,325 | RSU/PSU schedule |
| Nov 18, 2024 | 1,172 | RSU/PSU schedule |
| Nov 19, 2024 | 460 | RSU/PSU schedule |
Stock options
| Strike | Expiration | Exercisable | Unexercisable |
|---|---|---|---|
| $27.11 | Feb 20, 2030 | 20,000 | — |
Plan and governance safeguards
- 2023 Equity Plan prohibits repricing of options/SARs without shareholder approval .
- No equity grants made in 2024 due to timing shift; formula-based grants resumed Feb 2025 .
Equity Ownership & Alignment
| Ownership detail | As of Mar 28, 2024 | As of Mar 24, 2025 |
|---|---|---|
| Common shares beneficially owned | 36,792 | 38,831 |
| Vested option shares | 16,000 | 20,000 |
| Ownership as % of shares outstanding | 0.36% | 0.43% |
| Unvested restricted shares (year-end) | 28,975 at 12/31/2023 | 19,504 at 12/31/2024 |
| Unvested restricted mix (time/perf) | — | 12,876 time-based; 13,721 performance-based (as of 3/24/2025) |
Additional alignment policies
- Stock ownership guidelines (adopted Feb 2024): EVP minimum holding = 1× base salary; time to comply until the later of Feb 15, 2027 or 3 years from appointment; unvested RSUs count; one-year post-vest holding required (net of tax) .
- Hedging and pledging: prohibited; directors/officers may not hedge or pledge Company stock .
- Insider trading and 10b5‑1: quarterly blackout from 15 days before quarter-end until second trading day after earnings release; special blackouts possible .
Employment Terms
| Term | Details |
|---|---|
| Current role(s) | EVP & CFO (since Jan 1, 2020); becomes Principal Accounting Officer Jan 5, 2026; no comp change for PAO role |
| Employment agreement | Evergreen 1-year auto-renewal; includes noncompetition, non‑solicitation, nondisclosure |
| Target bonus opportunity | 50% of base salary (CFO) |
| Severance (non‑change‑in‑control) | Cash = 1× base salary; 12 months group health/vision/dental + 50% dependent premiums |
| Change‑in‑control economics | Cash = 2× base salary + max eligible bonus; 12 months group health/vision/dental + 50% dependent premiums; unvested stock options and restricted stock vest; (salary continuation plan applies only to CEO) |
| Clawbacks / tax gross‑ups | No tax gross‑ups permitted (explicitly prohibited Feb 2024) |
Compensation Structure Analytics
- Pay positioning and peer group: Executive total compensation targeted to 50th percentile of a 18‑company Western banks peer set; in 2024 “at target” potential placed the CFO at the 54th percentile; actual 2024 total (with 105.48% cash bonus and no new equity grants in 2024) placed the CFO at the 37th percentile . Peer list includes names such as Bank of Marin, Baycom, CPF, Coastal, F&M Lodi, Heritage Commerce, RBB, Preferred, Triumph, among others .
- Incentive metric design: Annual cash bonus driven 80% by Company net income (with linear upside of 50% of overachievement up to +20%) and 20% discretionary; long-term PSUs tied to 3‑year relative ROE (2022 grants) and then relative ROAA (2023 grants), and from 2025 a formula that scales grant value by current-year ROAA percentile vs peers; CFO’s 2025 grant = 49.8% of base, with 35% of that performance-based and a 3‑yr avg ROAA target of 1.14% for target vesting .
- Ownership and retention: Significant unvested RSUs/PSUs outstanding (e.g., 19,504 unvested at 12/31/2024; 26,597 time/performance mix as of 3/24/2025), option overhang minimal (single 2030 option), and new ownership/holding-period rules increase alignment and discourage short-term selling .
- Trading constraints: No hedging or pledging; mandated blackout windows reduce opportunistic trading; this lessens “insider selling pressure” around vest dates .
Performance & Track Record (qualitative)
- 2024 profitability uplift: Management cites early‑2024 balance sheet restructure (selling low‑yield securities and paying down short-term borrowings) as key driver of improved ROAA to 1.12% in 2024 .
- TSR context: Company notes 5‑year TSR underperformed peer index; attributes to loan growth volatility; alignment mechanisms (ROAA/ROE‑linked PSUs and 2025 formula) are intended to tie pay closer to comparative performance .
- Governance signals: No option repricing allowed; tax gross‑ups prohibited; strong anti‑hedging/pledging policy; independent Compensation Committee .
Compensation Peer Group
- Methodology: Western U.S. publicly‑traded banks with ~$2.2–$7.6B assets, median ~$3.9–$4.1B; used for base, annual, and long‑term incentive benchmarking (peer data trend-adjusted by 3%) .
- Representative constituents (abbrev.): Bank of Marin Bancorp; Baycom; Central Pacific Financial; Coastal Financial; Farmers & Merchants (Lodi); First Western; FS Bancorp; Guaranty Bancshares; Hanmi; Heritage Commerce; Northrim; Preferred Bank; RBB; South Plains; Territorial; Triumph, etc. .
Risk Indicators & Red Flags
- No hedging or pledging permitted (reduces misalignment risk) .
- No tax gross‑ups in change‑in‑control or equity plans (shareholder‑friendly) .
- Equity acceleration on change‑in‑control and cash severance (2× base + max bonus) could be viewed as generous, but consistent with regional‑bank market practice disclosed .
- Insider trading policy imposes blackouts and permits 10b5‑1 planning, reducing event‑timing risk .
Investment Implications
- Pay-for-performance alignment is strengthening: the 2025 grant formula ties grant value and PSU vesting to relative ROAA, with CFO’s 2025 award set at ~50% of base and 35% performance-based, improving sensitivity to peer-relative profitability .
- Retention risk appears low near term: substantial unvested RSUs/PSUs, option value, and new ownership/holding requirements encourage tenure continuity; hedging/pledging prohibitions reduce misalignment and selling pressure around vest dates .
- Transaction economics: Single-trigger equity acceleration and 2× base + max bonus cash on change-in-control create meaningful executive protections that could influence deal negotiations and post-deal retention calculus .
- Execution track record: 2024 balance sheet actions coincided with higher ROAA; sustaining above-median ROAA is now explicitly rewarded in the LTI design, aligning CFO incentives with durable margin/asset-mix improvements .