Gregory J. Olinde
Executive Vice President and Chief Credit Officer; Delmarva Market President at BV Financial
Executive
About Gregory J. Olinde
Executive Vice President, Chief Credit Officer and Delmarva Market President since 2020; previously EVP and Chief Credit Officer at 1880 Bank from 2013–2020 (acquired by BayVanguard Bank). Age 57 as of December 31, 2024; tenure at BV Financial since 2020 with core credentials in credit risk and regional market leadership . Company performance context during 2024 (first full year as public company): stock rose to $17.22 at year-end vs. $10.00 offering price (72.20% return); net income $11.7 million (EPS $1.09), ROAA 1.32%, ROAE 5.77% .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| 1880 Bank | Executive Vice President, Chief Credit Officer | 2013–2020 | Led credit function; experience integrated into BayVanguard post-acquisition |
External Roles
- No public company directorships, external board roles, or industry awards disclosed for Mr. Olinde in the proxy materials .
Fixed Compensation
| Metric (USD) | 2023 | 2024 |
|---|---|---|
| Salary | $209,051 | $215,323 |
| Bonus (discretionary/other cash) | $4,020 | $4,141 |
| All Other Compensation (Total) | $10,938 | $52,048 |
All Other Compensation detail:
| Component (USD) | 2023 | 2024 |
|---|---|---|
| 401(k) Plan | $612 | $631 |
| Insurance Premiums | $1,326 | $1,326 |
| Medical Coverage | — | $12,695 |
| ESOP Allocation | — | $28,396 |
| Vehicle Allowance | $9,000 | $9,000 |
| Total All Other | $10,938 | $52,048 |
Performance Compensation
- Annual non-equity incentive and long-term equity awards (options) constituted the at-risk portion of pay.
| Component | 2023 | 2024 | Performance metric(s) | Target | Actual/Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Non-Equity Incentive | $87,221 | $64,597 | Not disclosed for NEOs; company’s 2024 Equity Plan permits metrics including ROE, EPS, net income, NIM, efficiency ratio, asset quality, growth in loans/deposits, TSR, regulatory/safety and soundness, and strategic objectives | Not disclosed | $87,221 (2023); $64,597 (2024) | N/A |
| Stock Awards (RSUs/PSUs) | — | — | N/A | N/A | — | N/A |
| Option Awards (grant-date fair value) | — | $66,450 | Time-based vesting (not performance-based) | N/A | $66,450 | 25% per year starting 9/6/2025 (first anniversary of grant date) |
Notes:
- Equity Plan permits performance awards (e.g., ROE, EPS, asset quality, TSR), but actual NEO performance weightings/targets were not disclosed in the proxy .
Equity Ownership & Alignment
Beneficial ownership (as of March 14, 2025):
- Shares beneficially owned: 10,537; includes 749 shares in the 401(k) Plan and 3,588 shares allocated under the ESOP; ownership is less than 1% of 10,594,044 shares outstanding .
- Hedging: Company does not prohibit hedging transactions by directors or executive officers (alignment risk) .
- Insider trading policy: pre-clearance required for Section 16 officers; directors and certain officers face blackout periods .
| Ownership Detail | Value |
|---|---|
| Beneficially owned shares | 10,537 (<1% of 10,594,044 outstanding) |
| 401(k) Plan (included in above) | 749 shares |
| ESOP allocation (included in above) | 3,588 shares |
| Shares pledged | Not disclosed |
| Ownership guidelines | Not disclosed |
Outstanding equity awards (12/31/2024):
| Award Type | Exercisable | Unexercisable | Exercise Price | Expiration | Notes |
|---|---|---|---|---|---|
| Stock Options | — | 15,000 | $14.86 | 09/17/2034 | Vest 25% per year commencing 9/6/2025; value context: company’s 12/29/2024 close was $17.22 per share |
| Unvested RSUs/Stock Awards | — | — | N/A | N/A | None reported |
Employment Terms
| Item | Olinde Status | Key Terms (if applicable) |
|---|---|---|
| Employment agreement | Not disclosed for Mr. Olinde; proxy describes employment agreements only for Co-CEOs (Flair, Prindle) | Co-CEO agreements automatically extend to maintain 3-year term; severance = 3x average taxable income on qualifying termination; medical/dental continuation; CIC extension and 280G cutback provisions |
| Change-in-control (CIC) agreement | Not disclosed for Mr. Olinde; separate CIC agreement disclosed only for CFO (Dee) | CFO CIC severance = 3x base amount; up to 36 months of benefits; 280G cutback |
| Equity plan vesting/forfeiture | Applies | At least 95% of awards require ≥1-year service; acceleration possible on death, disability, or involuntary termination in connection with CIC; unvested awards generally forfeit on termination absent exceptions |
| Non-compete / non-solicit | Not disclosed | — |
| Clawback (compensation recoupment) | Not disclosed in proxy | — |
| Hedging/Pledging policy | Hedging not prohibited; no pledging policy disclosed | Hedging permitted (no anti-hedging policy) |
Performance & Track Record
- Company performance in 2024: share price ended at $17.22 (high $18.19) vs. $10.00 offering price, a 72.20% return for the first full year as a public company; net income $11.7 million (EPS $1.09), ROAA 1.32%, ROAE 5.77% .
- Role relevance: As Chief Credit Officer and Market President since 2020, Mr. Olinde’s remit spans credit quality and growth in Delmarva—functions frequently tied to incentive frameworks that may include asset quality, loan growth, and efficiency (as permitted under the Equity Plan), though specific annual metric weightings were not disclosed .
Compensation Structure Analysis
- Shift in pay mix in 2024: introduction of stock options ($66,450 grant-date fair value) with time-based vesting; no stock awards; annual non-equity incentive declined year-over-year ($87,221 → $64,597), while salary and all other compensation rose; total compensation increased from $311,230 (2023) to $402,559 (2024) .
- Equity emphasis: time-based options vesting over four years may bolster retention but provide less direct line-of-sight to explicit performance outcomes than PSUs; plan permits true performance awards, but none disclosed for Mr. Olinde in 2024 .
- Governance signals: lack of an anti-hedging policy is a negative alignment indicator; no disclosed clawback policy or ownership guidelines in the proxy .
Investment Implications
- Alignment and retention: Modest beneficial ownership (<1%) and a single unvested option grant (15,000 at $14.86) suggest some equity-based alignment with multi-year vesting; options were in-the-money versus the 12/29/2024 close ($17.22), supporting retention incentives as vesting tranches occur annually starting 9/6/2025 .
- Selling pressure windows: Annual 25% option vesting beginning 9/6/2025 creates periodic potential liquidity windows; insider trading policy imposes pre-clearance and blackout constraints for directors and certain officers, which can moderate timing risk .
- Pay-for-performance visibility: Annual incentive payouts are disclosed in dollar terms, but underlying metrics/targets are not, limiting external assessment of pay-performance alignment; the plan allows robust metrics (ROE, efficiency, asset quality, TSR), suggesting potential to tighten alignment in future cycles if disclosed .
- Contractual protections: No individual employment or CIC agreement disclosed for Mr. Olinde (unlike Co-CEOs and CFO), implying fewer contractual severance obligations and potentially higher retention risk relative to peers in a competitive credit leadership market .