Marianne McKinney
About Marianne McKinney
Marianne N. McKinney (age 50) is Executive Vice President and Chief Operating Officer of CFBank, NA (CFBK), a role she has held since October 2022 after serving as EVP & Senior Operations Officer (March–October 2022), SVP & Senior Operations Officer (September 2020–March 2022), and previously as Compliance, BSA and CRA Officer since joining CFBank in November 2013; she holds a bachelor’s degree from The Ohio State University and has 25+ years of banking experience spanning retail management, segment risk, and operations at larger regional banks . As context for performance during her current tenure, the company’s TSR (value of a fixed $100 investment) was $104 (2022), $93 (2023), and $132 (2024), while reported net income was $18.2m (2022), $16.9m (2023), and $13.4m (2024), with 2024 impacted by higher provision for credit losses .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| CFBank, NA | EVP & Chief Operating Officer | Oct 2022–present | Expanded oversight across multiple operational areas; senior operating leadership for the bank . |
| CFBank, NA | EVP & Senior Operations Officer | Mar 2022–Oct 2022 | Senior operations leadership; transition toward COO responsibilities . |
| CFBank, NA | SVP & Senior Operations Officer | Sep 2020–Mar 2022 | Senior operations leadership; broadened remit across operations . |
| CFBank, NA | Compliance, BSA & CRA Officer | Nov 2013–Sep 2020 | Led compliance, Bank Secrecy Act, and Community Reinvestment Act functions . |
| Two larger regional banks (prior to CFBank) | VP, General Manager; VP, Retail Segment Risk Manager | Pre-2013 | Retail management, risk, and operations experience at scale . |
External Roles
- The 2025 DEF 14A does not disclose any external public company directorships or board committee roles for Ms. McKinney .
Fixed Compensation
- Ms. McKinney is not a named executive officer (NEO) in the 2025 proxy; her individual base salary, target bonus, and perquisites are not itemized. Company design indicates executive pay uses base salary, restricted stock awards under the 2019 Equity Incentive Plan, and performance-based cash incentives (with deferred cash incentive agreements for certain officers) plus 401(k) match and allowances .
Performance Compensation
- Company incentive architecture:
- Incentive Compensation Plan (ICP): Eligible employees can earn cash/equity incentives based on performance objectives (threshold/target/maximum) set each period; criteria may include EPS, ROE/ROA, revenue, expense, capital/operating ratios, stock price/TSR, market share, cash flow, capex, leverage, strategic objectives (M&A), deposit/asset growth, credit/asset quality, regulatory compliance, and economic value added .
- Deferred Cash Incentive (DCI) Agreements: Implemented for certain officers (disclosed participants: CEO, President of CFBank, CFO). For 2024, the four corporate metrics were Consolidated ROA, Net Interest Margin, Total Loan Growth, and Core Deposit Growth; award opportunity set at 20% of base salary, with amounts credited to a deferral account that pays out after four years (or at a specified final distribution age); includes clawback and change-of-control payout provisions .
- Equity awards (restricted stock): Granted under the 2019 Plan; restricted stock vests over three years, one-third annually; the 2019 Plan share reserve was increased to 500,000 in 2024 to maintain capacity for long-term incentives .
- Applicability to Ms. McKinney: The proxy does not disclose Ms. McKinney’s individual ICP/DCI goals, weightings, or payouts; disclosed DCI participation in 2024 was limited to Mr. O’Dell (CEO), Mr. Ringwald (President of CFBank), and Mr. Beerman (CFO) .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Common shares owned (initial statement) | 3,357 shares directly owned on initial Form 3 (date of event 03/30/2022) . |
| Subsequent insider filings | Our search located the Form 3; we did not retrieve subsequent Form 4 transactions for Ms. McKinney in the available dataset . |
| Hedging/short sales policy | Company policy prohibits directors, officers, and employees from engaging in short sales and certain other hedging transactions in company securities . |
| Pledging | The proxy outlines hedging prohibitions; it does not specifically disclose executive stock pledging by Ms. McKinney . |
Employment Terms
- The company discloses employment agreements for the CEO (includes severance, double-trigger change‑of‑control, COBRA subsidy, equity vesting, and clawback provisions) and for the President of CFBank and the CFO (with severance and change‑of‑control provisions at 1.5x/1.0x salary+bonus, respectively, plus clawbacks and non‑solicit) . No individual employment agreement or severance/change‑of‑control terms are disclosed for Ms. McKinney in the 2025 proxy .
Performance Context (Company-Level)
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Total Shareholder Return (Value of $100) | $104 | $93 | $132 |
| Net Income ($ millions) | $18.2 | $16.9 | $13.4 |
| Notes | 2024 net income negatively impacted by higher provision for credit losses |
Additional Governance and Compensation Program Notes
- The Compensation and Management Development Committee (independent directors) oversees executive compensation; it engaged Bank Compensation Consulting in 2023 and 2024 for advice on programs including the DCI Agreements .
- Say‑on‑pay advisory proposals have been approved by a majority of votes cast at each of the last twelve annual meetings; the Board recommends continuing annual say‑on‑pay frequency .
Investment Implications
- Transparency: As a non‑NEO, Ms. McKinney’s individual compensation amounts, equity grants, and any specific employment protections are not disclosed, limiting precision in pay‑for‑performance and severance analyses; however, company‑level incentive design relies on bank‑relevant performance measures (ROA, NIM, loan and core deposit growth) and includes clawbacks for certain awards .
- Alignment and selling pressure: Company uses three‑year vesting restricted stock for executives under the 2019 Plan and prohibits hedging/short sales; we located Ms. McKinney’s Form 3 showing 3,357 shares (2022) and did not retrieve later Form 4s in our search, offering limited visibility into current holdings or trading; vesting constructs and policy guardrails support alignment, but the lack of current ownership detail constrains assessment of near‑term selling risk .
- Retention: Employment agreements (with severance and change‑of‑control protection) are disclosed for the CEO, President of CFBank, and CFO; no such agreement is disclosed for Ms. McKinney, suggesting retention levers may be concentrated in annual incentives and any equity awards rather than contractual protections (based on available disclosures) .
- Monitoring list: Watch future proxies for whether Ms. McKinney becomes an NEO (which would provide full compensation disclosure), any new equity award grants under the 2019 Plan, Section 16 Form 4 activity indicating changes in ownership, and whether the company extends employment agreements more broadly to senior executives .