Christopher Terry
CONSUMER PORTFOLIO SERVICESAbout Christopher Terry
Christopher Terry, 57, is Executive Vice President of Risk Management, Systems, and IT at Consumer Portfolio Services (CPS), serving in this role since December 2022 after a progression of senior roles across risk management, servicing, and asset recovery since joining CPS in January 1995; prior to CPS, he was a branch manager at Norwest Financial (1990–1994) . He is an at‑will officer with no employment contract; his 2024 bonus under the Executive Management Bonus Plan (EMB) paid 85.40% of base salary ($319,396 on $374,000 base), reflecting subjective and company performance factors set by the Compensation Committee . CPS granted no equity awards to named executive officers in 2024; Mr. Terry’s long-term incentives consist solely of stock options with specified vesting and exercisability schedules .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CPS | EVP, Risk Management, Systems & IT | Dec 2022–present | Leads enterprise risk management and IT systems |
| CPS | SVP, Risk Management, Systems & IT | Oct 2018–Dec 2022 | Oversight across risk and systems |
| CPS | SVP, Risk Management | May 2017–Oct 2018 | Senior leadership in risk |
| CPS | SVP, Servicing | May 2005–Aug 2013 | Led servicing function |
| CPS | SVP, Asset Recovery | Jan 2003–May 2005; Aug 2013–May 2017 | Led asset recovery operations |
| CPS | VP, Asset Recovery | Jun 1999–Jan 2003 | Progression into leadership |
| CPS | Loan Officer | Jan 1995–Jun 1999 | Early career at CPS |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Norwest Financial | Branch Manager | 1990–Oct 1994 | Retail consumer finance experience |
Fixed Compensation
| Metric | 2024 |
|---|---|
| Base Salary ($) | $374,000 |
| Target/Maximum Bonus (% of base) | 140% |
| Target/Maximum Bonus ($) | $523,600 |
| Actual Bonus Paid ($) | $319,396 |
| All Other Compensation ($) | $9,534 |
| Total Compensation ($) | $702,930 |
Performance Compensation
| Component | Weighting | Target | Actual | Payout ($) | Vesting |
|---|---|---|---|---|---|
| Skills and performance | 35% of base | Subjective | Not disclosed | — | Cash (annual) |
| One individual objective | 14% of base | Objective-specific | Not disclosed | — | Cash (annual) |
| Department evaluation | 42% of base | Subjective | Not disclosed | — | Cash (annual) |
| Company performance | 28% of base | Company metrics | Not disclosed | — | Cash (annual) |
| CEO discretionary | 21% of base | Committee-approved | Not disclosed | — | Cash (annual) |
| Total EMB Outcome | Max 140% of base | $523,600 | 85.40% of base | $319,396 | Annual cash (no equity) |
CPS did not grant equity awards to named executive officers in 2024; long‑term incentives are stock options only .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (Oct 23, 2025) | 462,315 shares; 2.1% of class (22,071,046 shares outstanding) |
| Shares acquirable within 60 days | 225,000 shares via options |
| Stock awards held | None; executives hold options only |
| Hedging policy | Hedging prohibited; short sales and puts barred |
| Pledging policy | Pledging permitted; no blanket prohibition |
| Stock ownership guidelines | None for senior management; Board elected not to set minimums |
Outstanding options (as of Dec 31, 2024):
| Option Grant | Exercisable | Unexercisable | Exercise Price ($) | Expiration |
|---|---|---|---|---|
| May 9, 2015 grant series | 60,000 | — | 3.48 | 5/9/2025 |
| Aug 8, 2016 grant series | 60,000 | — | 3.53 | 8/8/2026 |
| Jun 1, 2017 grant series | 60,000 | — | 2.47 | 6/1/2027 |
| Aug 3, 2018 grant series | 45,000 | 15,000 | 4.95 | 8/3/2028 |
| Jun 24, 2019 grant series | 30,000 | 30,000 | 10.25 | 6/24/2029 |
Vesting and exercisability notes:
- Original grants vest 25% annually over four years .
- Aug 3, 2018 unexercisable portion becomes exercisable on Aug 3, 2025 .
- Jun 24, 2019 unexercisable portion becomes exercisable in two equal tranches on Jun 24, 2025 and Jun 24, 2026 .
Option exercise activity (2024):
| Metric | 2024 |
|---|---|
| Shares acquired on exercise | 60,000 |
| Value realized on exercise ($) | $233,400 |
Employment Terms
| Term | Provision |
|---|---|
| Employment status | At‑will; no employment contract |
| Severance (non‑CoC) | None; no payments triggered by termination events other than CoC; unvested options terminate; vested options generally expire 3 months post‑separation (12 months for disability/retirement/death) |
| Change‑of‑Control (CoC) | Stock options may accelerate; mandatory acceleration under specified CoC events, and on Qualifying Termination within one year post‑CoC or if replacement awards not provided; Committee discretion possible but not historically exercised |
| Qualifying Termination (definition) | Termination by Company other than for cause, disability or death, or by holder for “good reason” including material diminution or >50 mile relocation |
| Potential value upon acceleration (12/31/2024 close $10.86) | $106,950 for Mr. Terry |
| Clawbacks / Tax gross‑ups | Not disclosed; Section 409A compliance noted in 2025 Equity Plan |
Governance and Shareholder Feedback
| Item | Detail |
|---|---|
| Compensation Committee members | Daniel S. Wood (Chair), William W. Grounds, William B. Roberts |
| 2024 Say‑on‑Pay outcome | 92% approval; Committee retained existing design and structure |
| 2025 Equity Plan features | One‑year minimum vesting (5% carve‑out), transfer restrictions, defined CoC acceleration framework |
| Equity plan overhang and burn rate | Overhang projected 25.9% with 2025 Plan reserve; 3‑yr average burn rate 2.8% (0% in 2023–2024; 8.5% in 2022) |
Investment Implications
- Alignment and incentive mix: Terry’s compensation is heavily cash‑based with a subjective EMB structure; 2024 payout at 85.4% of base indicates solid but not peak performance against qualitative and company metrics, while long‑term equity is exclusively options and no RSU/PSU grants, limiting near‑term equity dilution from his awards .
- Near‑term selling pressure: He exercised 60,000 options in 2024 with $233,400 value realized, and has options expiring in 2025–2027 plus unexercisable tranches becoming exercisable in 2025–2026, which can create episodic liquidity events and potential selling pressure around vest/expiry dates .
- Retention and CoC economics: No severance cash; value on CoC is primarily option acceleration ($106,950 potential at 12/31/2024 pricing), suggesting retention risk is more modest and tied to ongoing cash compensation rather than parachute economics .
- Ownership and policy risks: Beneficial ownership of 462,315 shares (2.1%) plus 225,000 shares acquirable within 60 days aligns incentives; CPS prohibits hedging but permits pledging and maintains no minimum stock ownership guidelines, which is a governance trade‑off that investors should monitor for alignment and financing risks .