Ryan Hildebrand
About Ryan Hildebrand
Ryan J. Hildebrand, age 42, is Executive Vice President and Chief Innovation Officer at Bankwell Financial Group (BWFG), joining in June 2023; he holds a B.A. in Accounting from Oregon State University . He previously led innovation and fintech partnerships at multiple institutions, co-founding and exiting Seed (business neobank) to Cross River and contributing to Simple Bank’s sale to BBVA—credentials that align with BWFG’s stated push to leverage technology for scalable growth . Company performance context during his tenure includes 2024 net income of $9.8 million with ROAA of 0.31% and ROATCE of 3.64% , and reported “Pay versus Performance” TSR indices of 166 (2023) to 176 (2024) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lincoln Savings Bank / LSBX | Strategic Innovation Officer; President of fintech subsidiary LSBX | 2021–2023 | Drove significant deposit and revenue growth in LSBX under his leadership . |
| Cross River Bank | Head of Fintech Banking | 2019–2021 | Established numerous new fintech partnerships . |
| Seed (business neobank) | Co-founder | 2013–2019 | Pioneering business neobank; sold to Cross River in 2019 . |
| Simple Bank | Head of Finance and Strategy | 2011–2013 | Integral role in sale to BBVA . |
External Roles
- No public-company directorships disclosed in BWFG filings .
Fixed Compensation
- Not disclosed for Hildebrand (non-NEO). BWFG’s program design (for NEOs) comprises base salary, annual cash incentive, and long-term equity; 2024 NEO base salaries saw no merit increases, and annual incentives were below target given 2024 performance .
Performance Compensation
- Structure and metrics: BWFG grants a mix of time-based and performance-based restricted stock; for 2024 grants onward, performance tranches vest 0–150% based on committee-selected financial performance measures vs peer group, generally over three years; prior grants had 0–200% range . For 2023 performance, performance shares vested at 100% of target in 2024 for NEOs (context) .
Equity awards disclosed for Hildebrand (from Section 16 filings):
- 15,000 performance-restricted shares with a three-year cliff vest on February 7, 2028, contingent on achieving performance goals .
- 10,000 time-based restricted shares vesting in three equal annual installments; the first installment vested July 1, 2024; as of August 5, 2025, 6,666 had vested and 3,334 remained unvested .
Illustrative performance compensation table (award-level detail as disclosed for Hildebrand):
| Metric/Instrument | Weighting | Target | Actual/Payout | Vesting Detail |
|---|---|---|---|---|
| Performance RS (15,000 sh) | 100% of tranche | Company metrics vs peer group | Contingent (not yet determined) | Three-year cliff vest on 2/7/2028 if performance achieved . |
| Time-based RS (10,000 sh) | N/A (service) | N/A | N/A | 3 equal annual installments starting 7/1/2024; 6,666 vested; 3,334 unvested as of 8/5/2025 . |
| Company plan parameters (context) | 50% TBRS / 50% PRS (typical) | 0–150% PRS vesting for 2024+ grants | Determined by Compensation Committee | Annual/performance-period vesting; peer-relative measures . |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial holdings (as of 8/5/2025) | 18,334 unvested restricted shares (15,000 performance; 3,334 time-based), 0 fully-vested common following sale of 2,051 shares on 8/4/2025 . |
| Ownership as % of shares outstanding | ~0.23% (18,334 / 7,877,443 outstanding at 9/30/2025; computed) . |
| Shares pledged as collateral | Prohibited for directors and officers per anti-hedging/anti-pledging policy . |
| Insider trading activity | Sale of 2,051 shares at $39.69 on 8/4/2025; subsequent beneficially owned “0” common (apart from unvested RS); footnotes detail 15,000 PRS and 10,000 TBRS status . |
| Form 144 (proposed sales) | Notice filed July 1, 2024 (Hildebrand) . |
| Stock ownership guidelines | Executives (non-CEO) must hold shares equal to 1x base salary within three years of appointment; retain all vested RS until met/maintained . |
| Anti-hedging/pledging | Hedging transactions and holding BWFG securities in margin/pledged accounts are prohibited for officers . |
Vesting/selling pressure timeline (based on filings):
- 3,334 remaining TBRS scheduled to vest on the third anniversary (expected July 1, 2026, per grant footnote) .
- 15,000 PRS cliff event on February 7, 2028, contingent on performance—potentially a larger liquidity event .
Employment Terms
- Executive employment agreements: BWFG states it has agreements with each executive; agreements ensure base salary not reduced during term and eligibility for executive incentive and equity programs .
- Non-compete / Non-solicit: Executives (non-CEO) are subject to six-month non-compete and non-solicit covenants post-termination .
- Change-in-control: Company provides double-trigger CIC protection and immediate vesting of executive equity upon qualifying termination in connection with a CIC (company policy disclosure); specific cash multiples were disclosed for NEOs (CEO, McNeill, Chivily) but not for other executives .
- Clawback policy: Incentive-based compensation subject to clawback in line with Nasdaq Section 10D requirements and the Company’s adopted policy .
- Anti-hedging/pledging: Prohibited for directors and officers .
- Related-party transactions: None for executives since January 1, 2024; ordinary-course banking relationships permitted on market terms .
Investment Implications
- Alignment and retention: Hildebrand’s equity is predominantly unvested (18,334 RS), including a sizable 15,000-share performance award with a 2028 cliff, creating strong retention and alignment over the medium term .
- Near/intermediate-term supply watch: The remaining 3,334 time-based shares are expected to vest July 1, 2026, and the 15,000 performance shares could vest in full on February 7, 2028, subject to performance—dates to monitor for potential selling pressure; anti-hedging/pledging policies reduce risk of hedged positions ahead of vest .
- Insider activity: A modest sale of 2,051 shares on August 4, 2025 reduces near-term float from his account to zero common (outside unvested RS); monitor future Form 4/144 filings around vest dates for trading signal relevance .
- Governance and pay-risk profile: Company-level practices—double-trigger CIC, clawback, executive ownership requirements, and anti-hedging/pledging—are shareholder-friendly and mitigate compensation risk; 2024 say-on-pay support was 89.1%, indicating broad investor acceptance of the program .
- Execution track record: His prior fintech partnership-building and successful exits (Seed to Cross River; Simple to BBVA) align with BWFG’s technology-driven growth ambitions and scalable platform strategy, suggesting positive contribution potential to innovation-led revenue initiatives .
Key monitoring dates: July 1, 2026 (TBRS vest) and February 7, 2028 (PRS cliff), plus interim Form 4/144 activity. Company policy bars hedging/pledging, and executive ownership guidelines require 1x salary within three years of appointment **[1505732_0001505732-25-000079_bwfg-20250408.htm:16]** **[1505732_0001505732-25-000079_bwfg-20250408.htm:36]** **[https://www.sec.gov/Archives/edgar/data/1505732/000150573225000123/xslF345X05/wk-form4_1754414158.xml]**.