Allyson Schlesinger
About Allyson Schlesinger
Allyson Schlesinger is Senior Executive Vice President and Head of Consumer Banking at Columbia Financial, Inc. (CLBK) and Columbia Bank; she is one of the company’s Named Executive Officers (NEOs) for 2024 alongside the CEO, CFO, COO and CRO . Her compensation is tied to bank-level operating performance with explicit metrics for net income, efficiency, and asset quality, plus individual consumer banking goals (deposit growth) under the annual PAIP and ROAA/efficiency under the three-year LTIP . Company performance in 2024 included deposit growth of 3.2%, NIM stabilization and improvement through the year, and non-performing assets at 0.22% of total assets, while commercial business loans grew $90.0 million (16.7%) . CLBK’s cumulative TSR proxy series shows the value of a $100 initial investment at $93 in 2024, $114 in 2023, and $128 in 2022, indicating market underperformance in 2024 versus the peer index at $111 .
Past Roles
No biography detail for prior roles was disclosed in the DEF 14A; Ms. Schlesinger is identified by title only as an NEO .
External Roles
No external board or other outside roles were disclosed for Ms. Schlesinger in the DEF 14A .
Fixed Compensation
- Base salary: $420,000 in 2024; 5% increase from $400,000 in 2022 to $420,000 in 2023 .
- Perquisites are limited (e.g., car allowance, mobile phone) .
- No tax gross-ups under compensation governance (“What we do not do”) .
Multi-year compensation:
| Component ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | 400,000 | 411,923 | 420,000 |
| Stock Awards (RSAs/PRSAs, grant-date fair value) | 228,191 | 207,587 | 170,968 |
| Option Awards (grant-date fair value) | — | 69,223 | 56,960 |
| Non-Equity Incentive (PAIP) | 73,330 | 111,384 | 134,673 |
| Change in Pension Value & Nonqualified Earnings | — | 83,281 | 40,094 |
| All Other Compensation | 73,330 | 54,045 | 37,697 |
| Total Compensation | 701,521 | 937,443 | 860,392 |
Performance Compensation
Annual cash incentive (PAIP) design and outcomes for 2024:
- Target bonus: 60% of base salary; payout earned was 53.44% of target, equating to 32.07% of base salary ($134,673) .
- Corporate metrics: Core Bank Net Income, Core Efficiency Ratio, and NPA/Assets, plus an “Other” category for individual/department goals (Regulatory/Internal Controls 20%; Deposit Growth 5%; Non-Interest-Bearing Deposit Growth 5%) .
| Metric | Threshold | Target | Stretch | Actual 2024 | Earned % of Target |
|---|---|---|---|---|---|
| Core Bank Net Income ($mm) | 22.50 | 53.65 | 84.80 | 19.65 (adjusted) | 0.00% |
| Core Efficiency Ratio (%) | 82.0% | 71.0% | 60.0% | 79.7% (adjusted) | 89.08% |
| NPA / Total Assets (%) | 0.50% | 0.25% | 0.10% | 0.24% | 104.17% |
Weighting (Ms. Schlesinger): Core Net Income 30%, Core Efficiency 30%, NPA/Assets 10%, Other 30% (Regulatory 20%, Deposit Growth 5%, Non-Interest-Bearing Deposit Growth 5%) .
Long-term equity incentive (LTIP) structure and awards:
- Performance Restricted Stock (PRSA): 3-year performance period (2024–2026) with cliff vesting; metrics are Bank ROAA (60%) and Relative Core Bank Efficiency Ratio vs KBW Nasdaq Regional Bank Index (40%) .
- Time-based Restricted Stock and Nonqualified Stock Options vest one-third annually beginning March 6, 2025 .
LTIP grants:
| LTIP Element (# shares/options) | 2023 | 2024 |
|---|---|---|
| Performance Restricted Stock Awards (PRSA, at target) | 8,682 | 6,912 |
| Restricted Stock Awards (RSA) | 4,341 | 3,456 |
| Nonqualified Stock Options (NQSO) | 12,632 | 9,292 |
Equity Ownership & Alignment
- Beneficial ownership: 135,147 shares owned; options exercisable within 60 days: 162,602; ownership equals 0.28% of common shares outstanding as of April 14, 2025 .
- Outstanding equity (12/31/2024): unvested restricted stock of 3,456 (2024 grant); unearned PRSAs of 10,368 (max); unexercisable options of 9,292 (2024 grant, exercise price $16.49, expiring 03/06/2034); legacy 2019 options exercisable 155,294, expiring 07/23/2029 .
- Ownership guidelines: SEVPs must hold stock equal to 3x base salary; all current NEOs were in compliance as of 12/31/2024 .
- Anti-hedging/pledging: Policy prohibits hedging and pledging; beneficial ownership table indicates no pledged shares for executives .
| Ownership Snapshot | Value |
|---|---|
| Shares owned | 135,147 |
| Options exercisable (≤60 days) | 162,602 |
| % of common stock outstanding | 0.28% |
| Unvested RSA (12/31/2024) | 3,456 |
| Unearned PRSA (max) | 10,368 |
| Unexercisable options (2024 grant) | 9,292 |
| Option exercise price & expiry (2024 grant) | $16.49; 03/06/2034 |
| Legacy options exercisable & expiry (2019 grant) | 155,294; 07/23/2029 |
Insider-selling pressure indicators:
- Scheduled vesting events occur annually: 2024 LTIP RSAs/Options vest one-third each March 6 (starting 2025); 2023 LTIP RSAs/Options vest one-third each May 1 (starting 2024), which can create periodic liquidity windows .
Employment Terms
- Agreement: Two-year employment agreement with annual evergreen extension unless notice given; applies to Ms. Schlesinger and other NEOs .
- Severance (without cause/good reason, pre-CIC): 1x sum of base salary + target annual bonus, plus up to 12 months COBRA differential reimbursement upon election .
- Severance (with CIC, termination within 24 months): 2x sum of base salary and target annual bonus (higher of pre/post-CIC levels), prior-year bonus, plus 36 months COBRA differential reimbursement .
- Change-in-control equity treatment: Under the 2019 Equity Incentive Plan and award agreements, if awards are not assumed and the executive is involuntarily separated without cause within 12 months of a change in control, outstanding awards become immediately vested; otherwise awards may be assumed, substituted, or cancelled for value .
Illustrative potential payments (as of 12/31/2024):
| Scenario | Post-Termination Payments ($) | PAIP ($) | Equity Acceleration ($) | ESOP SERP ($) | Total ($) |
|---|---|---|---|---|---|
| Death | 672,000 | 134,673 | 223,680 | — | 1,030,353 |
| Disability | 672,000 (net of LTD offset) | 134,673 | 223,680 | — | 1,030,353 |
| Involuntary (no cause) | 806,673 | — | — | — | 806,673 |
| CIC termination (good reason/without cause) | 1,478,673 | — | 470,205 | 344,345 | 2,293,223 |
Clawbacks:
- SEC/Nasdaq-compliant recoupment policy (restatement-based) and a supplemental misconduct clawback applicable to officers SVP and above .
Deferred compensation:
| Plan | 2023 Company Contribution ($) | 2023 Balance ($) | 2024 Company Contribution ($) | 2024 Balance ($) |
|---|---|---|---|---|
| ESOP SERP | 18,650 | 112,900 | 9,565 | 102,151 |
| SIM (non-qualified savings) | — | 90,293 | — | 74,042 |
Perquisites (examples):
| Year | Perquisites ($) |
|---|---|
| 2023 | 5,650 |
| 2024 | 1,053 |
Compensation Structure Analysis
- Cash vs equity mix: 2024 total comp $860k with meaningful PAIP payout ($135k) and reduced equity grant values YoY versus 2023; equity remains diversified across PRSAs (50%), RSAs (25%), and options (25%) with performance-conditioned PRSAs driving alignment .
- Annual incentive rigor: Missed Core Net Income target and near-threshold efficiency result reduced corporate payout; NPA/Assets exceeded target; individual consumer banking goals (deposit growth) formed 10% of weighting within “Other,” indicating tethering to unit-specific drivers .
- Governance safeguards: No tax gross-ups, anti-hedging/pledging policy, stock ownership requirements (3x salary for SEVP) met, and dual clawbacks (restatement and misconduct) .
- Peer benchmarking: Compensation Committee uses Pearl Meyer; 2024 peer group expanded to add First Commonwealth Financial and S&T Bancorp while removing Lakeland Bancorp for future cycles due to size; broader peer calibration supports market competitiveness .
Say-on-Pay & Shareholder Feedback
- 2024 say-on-pay approval was 98.2% of votes cast, reflecting shareholder support for the compensation program .
Performance & Track Record
- Company operating highlights for 2024 include deposit growth of 3.2%, declining wholesale borrowings (14.4%→10.3% of assets), NIM stabilization and improvement through the year, and NPA/Assets at 0.22%; added asset-based lending and equipment finance lines .
- Pay versus performance TSR series (value of $100 initial investment):
| TSR Measure | 2022 | 2023 | 2024 |
|---|---|---|---|
| CLBK TSR | 128 | 114 | 93 |
| Peer Group TSR | 92 | 101 | 111 |
Compensation Committee & Peer Group
- Committee chaired by Elizabeth E. Randall; independent consultant Pearl Meyer retained; oversight includes incentive risk assessment and human capital strategy .
- 2024 peer group (selected Northeast/Mid-Atlantic banks; median assets $12.0B as of 6/30/2023) includes AUB, BHLB, BRKL, CBU, CNOB, CUBI, DCOM, EGBN, FFIC, INDB, IBTX, KRNY, NBTB, NFBK, OCFC, PGC, PFS, SASR, WSFS, plus additions FCF and STBA; Lakeland Bancorp removed prospectively after combination .
Investment Implications
- Alignment: A substantial portion of Ms. Schlesinger’s variable pay is tied to bank-level metrics and consumer banking objectives; PRSAs hinge on ROAA and relative efficiency over three years, reinforcing multi-year operating discipline .
- Retention vs. liquidity: Annual vesting in RSAs and options (March 6/May 1 cycles) creates predictable windows for potential share sales but guidelines (3x salary) and anti-pledging/hedging policy curtail misalignment risk; ownership compliance is affirmed .
- Downside/CIC protection: Severance economics are moderate (1x pre-CIC; 2x post-CIC), with structured COBRA support; equity acceleration under CIC depends on assumption/separation conditions, balancing executive retention with shareholder protections .
- Governance quality: No tax gross-ups, robust clawbacks, strong say-on-pay support (98.2%), and independent peer benchmarking signal disciplined pay practices that limit inflationary drift and excess risk-taking .
Overall, compensation design ties Ms. Schlesinger’s incentives to CLBK’s profitability, efficiency and asset quality, with explicit consumer deposit growth goals in PAIP and long-term ROAA/efficiency drivers in LTIP, suggesting reasonable alignment with shareholder value creation under bank operating performance .
