Amanda Engles
About Amanda Engles
Amanda L. Engles, age 46, is Senior Vice President and Chief Financial Officer of CB Financial Services, Inc. (CBFV) and Community Bank; she was appointed interim CFO on February 4, 2025 and listed as CFO in the April 2025 proxy after joining the Bank in March 2023 as SVP–Director of Accounting and previously serving as CFO of Emclaire Financial Corp (2017–2023) . She certified the company’s 10-Qs alongside the CEO in 2025, underscoring her role over disclosure controls and internal control over financial reporting . Company performance context: TSR (value of initial $100) improved through 2024, while net income declined year-over-year per Pay vs Performance disclosure .
| Company Performance Metric | FY 2023 | FY 2024 |
|---|---|---|
| TSR – Value of initial $100 investment | $133.58 | $162.42 |
| Net Income ($) | $22,550,000 | $12,594,000 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CB Financial Services / Community Bank | Senior Vice President & Chief Financial Officer | Feb 2025 – Present | Executive officer signing and certifying SEC filings; responsible for finance, reporting, and controls . |
| CB Financial Services / Community Bank | Senior Vice President – Director of Accounting | Mar 2023 – Feb 2025 | Led accounting prior to CFO appointment . |
| Emclaire Financial Corp (The Farmers National Bank of Emlenton) | Senior Vice President & Chief Financial Officer | Jul 2017 – Mar 2023 | Public-company bank CFO experience prior to joining CBFV . |
External Roles
- Not disclosed in company filings reviewed .
Fixed Compensation
- The 2025 proxy discloses named executive officer (NEO) pay but does not enumerate Ms. Engles’ individual base salary or bonus for 2024 (she was not an NEO in 2024) .
- For context, CBFV’s plan targets: CEO target bonus 45% of salary; other NEOs 25%–35% of salary; bonuses paid partly in cash and partly in equity per the Incentive Compensation Plan .
Performance Compensation
CBFV’s Incentive Compensation Plan (applies to executives) sets weighted metrics and pays in cash and restricted stock; CEO mix 50% cash/50% equity; other executives typically 60%–70% cash and 30%–40% equity (2024 design). Equity awards generally vest over five years (20% annually) under the company’s equity plans .
| Metric | Weighting | Target | Actual | Payout | Vesting/Settlement |
|---|---|---|---|---|---|
| Pre-tax income | 55% | Not disclosed | Not disclosed | Not disclosed | Bonus paid partly as cash and restricted stock; equity vests per plan (generally 5-year ratable) . |
| Nonperforming assets ratio | 15% | Not disclosed | Not disclosed | Not disclosed | Same as above . |
| Deposit growth | 15% | Not disclosed | Not disclosed | Not disclosed | Same as above . |
| Loan growth | 15% | Not disclosed | Not disclosed | Not disclosed | Same as above . |
Additional design details and protections:
- Equity plan features: minimum 1-year vesting (with limited exceptions), performance-conditioned awards permitted, dividends on restricted stock/RSUs payable only upon vesting, double-trigger vesting on change in control (if not assumed; or upon involuntary termination/Good Reason post-CoC), clawback, and hedging/pledging policy applicability .
Equity Ownership & Alignment
| Ownership Detail | Value |
|---|---|
| Total beneficial ownership (shares) | 1,247 shares as of March 28, 2025 |
| Ownership % of shares outstanding | <1% (5,102,189 shares outstanding) |
| Pledged shares | None reported for named individuals |
| Vested vs. unvested breakdown | Not disclosed for Ms. Engles |
| Company plan overhang context | Nonvested restricted stock at 9/30/2025: 72,091 shares; options outstanding: 262,315; shares available under 2024 plan: 262,265 . |
Notes on potential selling pressure and vesting cadence:
- Restricted stock and options generally vest ratably over five years; dividends withhold until vesting; plan limits acceleration except for death/disability or double-trigger CoC—structures that reduce near-term forced selling incentives but create steady annual vesting events .
Employment Terms
- Appointment: Named interim CFO on Feb 4, 2025; identified as Senior Vice President and Chief Financial Officer in the April 2025 proxy .
- Contract/severance: No individual employment agreement for Ms. Engles is described in the proxy; CEO/COO agreements are disclosed, but no CFO agreement is presented in those filings .
- Change-in-control and equity: If she is a participant with outstanding awards, plan terms provide double-trigger vesting for service-based awards after an involuntary termination following a CoC and performance awards vest at higher of actual or pro-rata at target; if awards aren’t assumed by an acquirer, they vest per plan at closing (with performance awards at actual vs. pro-rata target) .
- Clawback/hedging: Equity awards are subject to the company’s clawback policy and hedging/pledging restrictions .
Governance, Compensation Committee, and Shareholder Feedback
- Compensation Committee: Reviews all components of executive pay; did not engage a compensation consultant during 2024 (though the company used Meridian when designing the 2024 equity plan) .
- Say-on-Pay 2025: Passed with 2,540,914 For, 224,526 Against, 55,154 Abstain; broker non-votes 1,092,933 .
- Related parties: No transactions >$120,000 involving executive officers/directors since Jan 1, 2024; executive/director loans made at market terms under applicable regulations .
Performance & Execution Context (2025 events under CFO tenure)
- Workforce and cost actions: In Feb 2025 the company announced a reduction in force (~5% of workforce) and other operational changes, estimating ~$1.0 million one-time pre-tax charges in Q1’25 and ~$1.5 million annual pre-tax cost savings thereafter .
- SEC certifications: Ms. Engles signed 2025 10-Q certifications, evidencing responsibility over disclosure controls and financial reporting .
Investment Implications
- Alignment: Personal ownership is modest (1,247 shares; <1%); no pledging—neutral alignment signal but limited “skin in the game” compared with typical CFO holdings at peers .
- Incentives: Bonus structure emphasizes profitability and balance sheet quality/growth (pre-tax income, NPAs, deposits, loans) with equity-linked payouts and five-year vesting, supporting multi-year stewardship and risk management .
- Protections and risk: Robust clawback and double-trigger CoC provisions mitigate windfalls and encourage retention through transactions; absence of an individually disclosed CFO employment agreement leaves severance specifics unclear, modestly elevating retention risk in stress or M&A scenarios .
- Execution watch-items: 2025 cost actions and subsequent financial trajectory are focal for assessing Engles’ value creation in the CFO role; shareholders broadly supported executive pay in 2025 say-on-pay voting, indicating no immediate pay/governance red flags at the program level .
No Engles-specific base salary, target bonus %, or individual equity grant details were disclosed in the 2025 proxy or related 8-Ks; analysis above uses company plan terms and public disclosures through November 2025 .