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Jeffery Conklin

Chief Financial Officer, Treasurer and Chief Investment Officer at CITIZENSCITIZENS
Executive

About Jeffery Conklin

Jeffery P. Conklin, age 55, is Citizens, Inc.’s Chief Financial Officer, Treasurer, and Chief Investment Officer; he joined Citizens in May 2017 and has served as CFO since September 20, 2019 after senior finance roles at AIG (2004–2017). He holds a B.A. in Business/Accounting from The University of Olivet and brings expertise in budgeting, financial analysis, and strategic accounting initiatives . Company performance context: TSR value of a $100 investment rose from $40.11 (2022) to $50.66 (2023) and $75.52 (2024), while Adjusted Operating Income moved from $36.1M (2022) to $26.6M (2023) and $21.3M (2024) .

Past Roles

OrganizationRoleYearsStrategic Impact
Citizens, Inc.Interim CFOMar 2019–Sep 2019Supported transition of finance leadership and investment oversight .
Citizens, Inc.Chief Accounting Officer & TreasurerSep 2017–Mar 2019Led reporting, budgeting, analysis, and accounting initiatives .
Citizens, Inc.VP, Chief Accounting OfficerMay 2017–Sep 2017Strengthened reporting controls and processes .
American International Group (AIG)VP, Financial Reporting; VP, Special Projects2004–2017Led complex reporting and strategic finance projects .

External Roles

No public company directorships or external board roles disclosed for Conklin .

Fixed Compensation

Metric20232024
Base Salary ($)$430,000 $430,000
Target Cash Bonus ($)$170,000 $170,000
Actual Cash Bonus Paid ($)$90,872 $171,700
Stock Awards (Grant-Date Fair Value, $)$107,605 $280,181
All Other Compensation ($)$15,988 $14,400

Key points:

  • Target bonus is set in dollars; a percent target was not disclosed .
  • 2024 cash bonus paid reflects a 101% multiplier on his $170,000 target per milestone outcomes .

Performance Compensation

Short-term incentive structure and 2024 outcomes:

MetricWeighting (Conklin)Target DefinitionActual AchievementContribution to Multiplier
First Year Sales Growth20% Growth across all 3 markets 110% 0.22 (0.20 × 1.10)
Policy Retention Improvement10% Improve lapses/surrenders; maintain 1st-year persistency 90% 0.09 (0.10 × 0.90)
Roadmap Execution35% Deliver 5-quarter roadmap initiatives 120% 0.42 (0.35 × 1.20)
Financials & Expense Discipline35% Net pre-tax vs budget; 120%/100%/80% payout levels 80% 0.28 (0.35 × 0.80)
Total Multiplier & Bonus101%$171,700 on $170,000 target

Long-term incentives (2024 grants and performance conditions):

  • 2024 LTI target $200,000; RSUs: 37,383; PSUs: 56,075; RSUs vest 1/3 per year over 3 years; PSUs cliff-vest based on 3-year performance (to 12/31/2026) with payout at 3/28/2027 .
  • PSU performance metric: Adjusted Book Value per Class A share. Thresholds:
    • <$6.79: 0% earned; $6.79–$8.00: 50%; $8.01–$9.36: 100%; >$9.37: 200% .

Equity Ownership & Alignment

ItemDetail
Beneficial Ownership169,467 Class A shares; 0.3% of shares outstanding (50,149,966) as of Apr 21, 2025 .
Outstanding RSUs (Unvested)7,847 (3/31/2022); 19,336 (3/31/2023); 74,851 (3/28/2024); all vest 1/3 annually .
Outstanding PSUs (Unvested)28,037 (threshold count for 2024 PSUs); performance period ends 12/31/2026 .
OptionsCompany does not grant options; none outstanding .
Stock Ownership GuidelinesCompany maintains guidelines for CEO and Section 16 officers (specific multiples not disclosed) .
Hedging/PledgingProhibited for directors and officers under Insider Trading Policy .
Trading ControlsPre-clearance required for Section 16 officers; blackout periods apply .

Outstanding equity details at 12/31/2024 (market value @ $4.01/share):

Grant DateTypeUnvested Units (#)Market Value ($)
3/31/2022RSUs7,847$31,466
3/31/2023RSUs19,336$77,537
3/28/2024RSUs74,851$300,153
3/28/2024PSUs (threshold)28,037$112,428

Alignment assessment:

  • Meaningful share ownership and multi-year vesting, with anti-hedging/pledging and trading pre-clearance, reduce misalignment and near-term selling pressure .
  • Presence of stock ownership guidelines indicates commitment to ownership, though specific salary multiples were not disclosed .

Employment Terms

ProvisionKey Terms
Employment AgreementNone disclosed for Conklin; covered by Executive Change in Leadership Agreement .
Change in Leadership AgreementDouble-trigger: payment if CEO change (occurred 7/1/2024) or Change in Control AND termination without cause within one year; in effect until 7/1/2025 .
Severance Economics (if terminated without cause on 12/31/2024)6 months base ($215,000), 6 months COBRA ($8,445), pro-rata target bonus ($170,000), accelerated vesting of RSUs/PSUs ($713,825); total $1,107,270 .
Equity AccelerationRSUs/PSUs accelerate under certain termination/events per award agreements .
ClawbackCompensation Recovery Policy effective 12/1/2023 (restatement-based) .
Single vs. Double TriggerChange in Leadership Agreement requires both leadership change and termination (double trigger) .
Tax Gross-UpsNo gross-ups disclosed for Conklin; gross-ups noted for CEO relocation only .

Performance & Track Record

Company-level financials over the last three fiscal years:

MetricFY 2022FY 2023FY 2024
Revenues ($)$239,140,000*$236,293,000*$243,040,000*
EBITDA ($)$27,913,000*$26,689,000*$15,599,000*
Net Income ($)$26,007,000*$24,437,000 $14,912,000*

Values retrieved from S&P Global. Cells marked with * have no document citation.

TSR and pay-versus-performance context:

  • TSR value of a fixed $100 investment: $40.11 (2022), $50.66 (2023), $75.52 (2024) .
  • Adjusted Operating Income (pre-tax): $36.1M (2022), $26.6M (2023), $21.3M (2024) .

Operational highlights tied to performance metrics:

  • 2024 first-year sales growth targets exceeded (domestic significantly above 120% payout goal; international at 120%); retention mixed (international 100%, Home Service 80%); roadmap execution at 120%; financial discipline at 80% .

Compensation Structure Analysis

  • Shift toward equity: Conklin’s stock awards rose from $107,605 (2023) to $280,181 (2024) concurrent with the introduction of PSUs and a formal LTI plan emphasizing adjusted book value growth .
  • Performance-linked cash: 2024 cash bonus increased to $171,700 as formulaic milestone outcomes produced a 101% payout vs. target .
  • Governance enhancements: Adoption of clawback policy and LTI grant timing away from earnings releases; no option grants reduce repricing risk .

Say-On-Pay & Compensation Committee

  • Say-on-Pay approval: 90% in 2024, indicating investor support .
  • Compensation Committee composition: Independent directors (Chair Jerry D. Davis, plus Christopher W. Claus and Cynthia H. Davis); independent consultant Meridian engaged for design and peer benchmarking .

Risk Indicators & Red Flags

  • Hedging/Pledging: Prohibited for officers/directors (reduces misalignment risk) .
  • Clawback: In place; no restatements requiring recovery in 2024 .
  • Related Party Transactions: None above $120,000 since Jan 1, 2024 .
  • Legal matters: $3.5M non-cash accrual for legal fees in trade secret case; not specific to Conklin but affects financials .

Equity Ownership & Alignment Table (Summary)

ComponentDetail
Beneficial shares169,467; 0.3% of Class A shares .
Unvested RSUs102,034 total across 2022–2024 grants .
Unvested PSUs28,037 threshold count from 2024 grant .
Ownership guidelinesIn place for Section 16 officers (specific multiples not disclosed) .
Pledging/HedgingProhibited .

Employment Terms Table (Economic Detail)

Scenario (12/31/2024 hypothetical)CashBenefitsEquity AccelerationTotal
Termination without cause within 1 year of Change in Leadership$385,000 (base + bonus) $8,445 $713,825 $1,107,270

Investment Implications

  • Alignment: Material share ownership, multi-year RSU/PSU vesting, anti-hedging/pledging, and clawback policy collectively align Conklin’s incentives with long-term value creation and temper near-term selling pressure .
  • Performance linkage: Cash incentives are formulaic and tied to sales growth, retention, execution, and pre-tax income; PSUs tied to adjusted book value growth reinforce book value compounding priorities .
  • Retention risk: The double-trigger Change in Leadership Agreement offered time-limited protection through 7/1/2025; after expiry, retention relies on standard LTI/RSU policies and ownership guidelines .
  • Watch items: Company-level EBITDA declined in 2024 and Adjusted Operating Income trended lower since 2022, suggesting tighter financial headroom for pay-for-performance; continued monitoring of milestone rigor and PSU target ranges is warranted (financial values from S&P Global; see table).