Paula Meiler
About Paula Meiler
Paula J. Meiler is Senior Vice President and Chief Financial Officer of CSB Bancorp, Inc. and The Commercial & Savings Bank, serving in this role since 2004; she is 70 years old as of March 4, 2025 . Under her financial leadership, CSB’s pay-versus-performance disclosures show Net Income of $10,012k (2024), $14,756k (2023), and $13,313k (2022), EPS of $3.76 (2024), $5.51 (2023), and $4.91 (2022), and a “value of $100 investment” of $106 (2024), $101 (2023), and $105 (2022) . She signs CSB’s Section 302 internal control certifications, evidencing direct accountability for financial reporting and controls .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| CSB Bancorp, Inc. and The Commercial & Savings Bank | SVP & Chief Financial Officer | 2004–present | Principal financial executive; Section 302 certifier on 10-Ks, responsible for disclosure controls and ICFR |
External Roles
- No external public-company directorships are disclosed in the latest executive officer sections reviewed .
Fixed Compensation
| Year | Base Salary ($) | Target Bonus % of Salary | Actual Bonus ($) | All Other Comp ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 210,000 | — (not disclosed) | 52,500 | 23,486 | 285,986 |
| 2023 | 200,503 | 30% target for NEOs (program description) | 71,500 | 25,175 | 297,178 |
| 2022 | 181,497 | 30% target for NEOs (program description) | 65,000 | 21,494 | 267,991 |
| 2021 | 168,920 | 30% target for NEOs (program description) | 51,000 | 16,796 | 236,726 |
All Other Compensation includes qualified plan match/profit-sharing, group term life insurance, mortgage interest rate reduction, and nonqualified deferred comp earnings, as applicable .
Performance Compensation
- Program design: Annual cash incentive focused on profitability and efficiency metrics with discretion not used to change targets; target opportunity set at 30% of salary for named executive officers in 2021–2023 .
- 2024 program narrative was not detailed in the retrieved excerpts; bonus paid is shown in the Summary Compensation Table .
| Year | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| 2023 | Net Income | Not disclosed | Budget $13.7m | $14.8m | Cash bonus $71,500 | Immediate (cash) |
| 2023 | ROAA | Not disclosed | 1.17% | 1.27% | — | — |
| 2023 | ROAE | Not disclosed | 13.71% | 14.69% | — | — |
| 2023 | Efficiency Ratio | Not disclosed | < 59.42% | 55.95% | — | — |
| 2022 | Net Income | Not disclosed | Budget $11.0m | $13.3m | Cash bonus $65,000 | Immediate (cash) |
| 2022 | ROAA | Not disclosed | 0.95% | 1.16% | — | — |
| 2022 | ROAE | Not disclosed | 11.01% | 14.04% | — | — |
| 2022 | Efficiency Ratio | Not disclosed | < 63.96% | 59.70% | — | — |
| 2021 | Net Income | Not disclosed | Budget $9.4m | $10.8m | Cash bonus $51,000 | Immediate (cash) |
| 2021 | ROAA | Not disclosed | 0.91% | 0.97% | — | — |
| 2021 | ROAE | Not disclosed | 9.78% | 11.27% | — | — |
| 2021 | Efficiency Ratio | Not disclosed | < 65.36% | 63.05% | — | — |
CSB’s proxies do not disclose metric weightings by executive; the incentive is a single annual cash bonus determined after year-end .
Equity Ownership & Alignment
| As-Of Date | Shares Beneficially Owned | % of Outstanding | Pledged? |
|---|---|---|---|
| Mar 4, 2025 | 33,777 | 1.3% | None reported/pledged |
| Mar 5, 2024 | 32,223 | 1.2% | None reported/pledged |
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Hedging/pledging: CSB does not have a formal hedging policy, but its Code of Ethics prohibits maintaining securities in a margin account; all directors and senior officers must annually report any credit secured by CSB stock, and none was reported as of Dec 31, 2024 .
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Equity grants: Recent Summary Compensation Tables for 2021–2024 report only salary, cash bonus, and other compensation; no stock or option awards are reported for Ms. Meiler in these years .
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Nonqualified Deferred Compensation (Meiler): | Year | Executive Contributions ($) | Aggregate Earnings ($) | Ending Balance ($) | |---|---:|---:|---:| | 2024 | 23,988 | 2,689 | 81,141 | | 2023 | 10,025 | 1,978 | 54,464 |
Employment Terms
- Employment Agreement: Originally dated Aug 9, 2004; two-year term with annual renewals since Aug 9, 2008; covers salary, discretionary bonus, benefits, and references to stock options in original agreement .
- Non-compete: One year post-termination .
- Change in Control (CIC): Benefits upon CIC as defined and termination within 90 days before or after CIC; benefits subject to 280G cutback to avoid excess parachute payments .
- Severance economics (illustrative, as if terminated at year-end): | Year-End | “Without Cause” Cash Severance | Medical Benefits | CIC Cash Severance (Multiple) | CIC Medical Benefits | |---|---:|---:|---:|---:| | 2024 | $443,077 | $2,700 (6 mo) | $420,000 (2x salary) | $5,399 (1 yr) | | 2023 | $422,527 | $2,474 (6 mo) | $400,000 (2x salary) | $4,948 (1 yr) | | 2022 | $384,500 | $2,335 (6 mo) | $364,000 (2x salary) | $4,670 (1 yr) | | 2021 | $356,403 | $2,126 (6 mo) | $337,840 (2x salary) | $4,252 (1 yr) | | 2020 | $336,022 | $2,110 (6 mo) | $328,000 (2x salary) | $4,219 (1 yr) |
No additional payments for death, disability, voluntary resignation, or termination for cause beyond accrued obligations .
Performance & Track Record (Company-level indicators)
| Year | Value of $100 Investment (TSR) | Net Income ($000s) | EPS |
|---|---|---|---|
| 2024 | $106 | $10,012 | $3.76 |
| 2023 | $101 | $14,756 | $5.51 |
| 2022 | $105 | $13,313 | $4.91 |
Compensation Committee Analysis (Context)
- Compensation Committee members (2024 proxy): Julian L. Coblentz (Chair), Robert K. Baker, Vikki G. Briggs .
- Peer group used for benchmarking in 2023 included LCNB Corporation; Middlefield Banc Corp.; SB Financial Group; Ohio Valley Bancorp; Consumers Bancorp Inc.; United Bancshares Inc.; United Bancorp, Inc. (Ohio-focused peers; ranges noted for assets and core returns) .
- No outside compensation consultant engaged in 2023 .
Related Policies and Conduct
- Benefits and perquisites program includes 401(k) match (100% up to 4%) and discretionary profit-sharing (e.g., 2.25% for 2024 to be paid in Q1 2025) and mortgage loan interest rate reduction of 1% for employees .
Investment Implications
- Alignment and retention: Meiler’s compensation mix is heavily cash-based with a consistent 30% target bonus structure tied to profitability and efficiency metrics, but no recent equity awards are disclosed—placing more emphasis on her significant direct share ownership of 33,777 shares (1.3%) and Code of Ethics guardrails (no margin pledging) for alignment .
- Change-in-control economics: CIC protection at 2x salary plus one year of medical benefits is standard for community banks and may temper near-term retention risk around strategic events; “without cause” protections cover unpaid amounts plus six months’ salary and six months’ benefits .
- Performance sensitivity: The 2024 net income decline (vs. 2023) suggests downward pressure on incentive payouts if future targets remain anchored to profitability/efficiency; bonus outcomes have historically tracked over/under plan on Net Income, ROAA/ROAE, and Efficiency Ratio .
- Trading/overhang: With no reported equity grants or vesting schedules in recent years and no pledged shares, near-term insider selling pressure from scheduled vesting appears low based on disclosures reviewed; nonqualified deferred comp remains modest in size relative to reported pay .