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Ricky Sparkman

Executive Vice President at COMMUNITY TRUST BANCORP INC /KY/
Executive

About Ricky Sparkman

Ricky D. Sparkman is Executive Vice President and South Central Kentucky/Tennessee President at Community Trust Bancorp (CTBI), with 40 years of banking experience and 31 years at CTBI, indicating deep regional operating expertise and institutional tenure. His pay is tied to company-wide profitability via EPS and ROAA in the annual plan and multi‑year cumulative net income in the long‑term plan, aligning incentives with core bank performance. CTBI delivered 2024 EPS of $4.61 and ROAA of 1.41% versus targeted ranges, supporting base‑level incentive payouts, and shareholder support for executive pay remains strong (95% say‑on‑pay approval in 2024) .

Past Roles

OrganizationRoleYearsNotes
Community Trust Bancorp, Inc.EVP / South Central KY/TN President31 years with CTBI; 40 years in bankingRegional executive leadership for South Central KY/TN markets

Fixed Compensation

Metric2022202320242025
Base Salary ($)303,885 316,077 329,000 350,000 (approved Jan 28, 2025)
YoY Change (%)6.1% increase vs 2024

Notes: 2024 Summary Compensation Table salary reflects actual paid; 2025 reflects approved annual base rate effective for 2025 .

Performance Compensation

Annual Incentive Plan (EPS and ROAA)

  • Structure: Cash bonuses and stock awards earned on EPS and ROAA vs targets; executives earn minimum/base/maximum as a % of salary; four‑year ratable vesting on stock awards .
  • 2024 AIP payout to Sparkman: $99,000 cash (paid Jan 2025) .
  • 2024 AIP stock awards to Sparkman: 925 restricted shares granted for 2024 performance; vest 25% per year over four years; double‑trigger acceleration on CIC; pro‑rata vesting on disability; death = full lapse of restrictions; retirement subject to Committee discretion .
  • 2025 AIP targets for executive officers (Group I – Other Executive Officers): base award 30% of salary at ROAA 1.44% / EPS $4.96; min 15% at ROAA 1.40% / EPS $4.81; max 60% at ROAA 1.53% / EPS $5.26; stock option or restricted stock awards range 7.5%–17.25% of salary on same performance grid .
AIP Parameter (Group I – Other Executive Officers)20242025
Min performance (ROAA / EPS)1.32% / $4.27 1.40% / $4.81
Base performance (ROAA / EPS)1.36% / $4.40 1.44% / $4.96
Max performance (ROAA / EPS)1.44% / $4.66 1.53% / $5.26
Cash award as % of salary (min/base/max)15% / 30% / 60% 15% / 30% / 60%
Equity award as % of salary (min/base/max)Not explicitly stated separately in 2024 table; stock awards used; vest 4 years 7.5% / 15% / 17.25% (options or restricted stock)

Execution vs 2024 AIP: CTBI achieved ROAA 1.41% and EPS $4.61; plan paid at base level after incentive accrual, consistent with rules .

Long‑Term Incentive Plan (Performance Units – cumulative net income)

  • 2022–2024 LTI (paid Jan 2025): Sparkman received $61,000; performance exceeded $238M cumulative net income target ($242.6M actual) .
  • 2025–2027 LTI: Cumulative net income target $283.0M; Sparkman (Other Executive Officer) can earn 5%–30% of salary at min–max; base 20% at target; double‑trigger CIC acceleration provisions .
LTI Performance Units2022–20242025–2027
Performance goalCumulative NI target $238M; actual $242.6M Cumulative NI target $283.0M
Sparkman payout / opportunity$61,000 paid Jan 2025 5% (min) / 20% (target) / 30% (max) of salary

Total Performance Pay (as reported in SCT)

Component ($)202220232024
Non‑Equity Incentive Plan Compensation267,600 110,925 (includes discretionary AIP and 2021–2023 LTI) 160,000 (AIP $99,000 + 2022–2024 LTI $61,000)
Stock Awards (grant‑date FV)50,130 52,634 (1,244 shares at $42.31) 0 (2024 grants issued in 2025 for 2024 performance)

Equity Ownership & Alignment

Ownership detail (as of Feb 28, 2025 unless noted)Amount
Total beneficial ownership (shares)42,519; includes: 1,823 restricted shares; 12,445 ESOP; 275 IRA
Shares outstanding (for % calc)18,101,765 (Record Date)
Ownership as % of shares outstanding~0.24% (42,519 / 18,101,765)
Unvested restricted stock outstanding at 12/31/202457 (1/26/21 grant); 551 (1/25/22); 933 (1/24/23)
Additional restricted stock granted for 2024 performance925 shares (granted early 2025; 4‑year ratable vest)
Options outstandingNone outstanding at 12/31/2024; no options granted in 2024
Hedging/pledgingPolicy prohibits hedging and prohibits “significant” pledging (lesser of 1% of outstanding or 50% of owned shares) by directors/executive officers

Stock ownership guidelines: not disclosed for executives in the proxy; CTBI adopted clawback policies and insider trading restrictions (see below) .

Employment Terms

TopicKey terms
Employment agreementsCTBI does not provide fixed‑term employment agreements to executives
Severance/change‑in‑control (CIC) agreementsCover NEOs/executive officers; automatic one‑year renewals; covered period post‑CIC: 2 years (involuntary or voluntary w/ duties change) or 13 months (voluntary without duties change)
CIC payment multiples2.99x base salary for involuntary or voluntary with duties change; 2.0x base salary for voluntary without duties change
Clawback/recoupmentExecutive Committee clawback for misconduct contributing to restatement; Nasdaq‑mandated clawback policy effective Dec 1, 2023 for erroneously awarded incentive comp (3 fiscal years)
Equity vesting mechanicsRestricted stock vests 25% per year over 4 years; double‑trigger CIC acceleration; death = full lapse; disability = pro‑rata; retirement subject to Committee discretion
Grant timingNo backdating; annual grants made ≥4 days after earnings release; no options outstanding 12/31/2024
Deferral electionsExecutives may elect to defer AIP and LTI payments under Voluntary Deferred Compensation Plan

Change‑in‑Control economics (illustrative values as of 12/31/2024):

Scenario (as of 12/31/2024)Severance (2.99x)Severance (2.0x)RS AccelerationPerformance Units AccelerationTotal (2.99x)Total (2.0x)
Ricky D. Sparkman$986,700 $660,000 $81,719 $43,567 $1,111,986 $785,286

Additional Performance & Governance Context

  • 2024 company performance vs goals: Net income $82.8M, EPS $4.61, ROAA 1.41% (within ranges guiding base‑level incentives) .
  • Pay‑versus‑performance TSR context: Value of $100 invested on 12/31/2019 was $125.93 at 12/31/2024 (CTBI TSR) vs peer TSR $121.20; 2024 net income $82.8M and EPS $4.61 .
  • Say‑on‑pay: 95% support at 2024 Annual Meeting, indicating strong shareholder backing of compensation approach .
  • Section 16 compliance: Two late filings in 2024 were for other executives (Newsom, Stumbo); no late filing for Sparkman disclosed .

Investment Implications

  • Pay‑for‑performance alignment: Sparkman’s incentives are directly tied to profitability (EPS/ROAA) and multi‑year net income, with clear base/min/max payout grids and rigorous vesting/recoupment constructs; 2024 base‑level awards reflect disciplined adherence to plan math when accruals are included .
  • Retention risk vs selling pressure: Four‑year ratable vesting and absence of options reduce near‑term exercise‑driven selling; hedging and significant pledging prohibitions lower misalignment risk; CIC protections (2.99x/2.0x) provide retention but are within community‑bank norms .
  • Skin‑in‑the‑game: Beneficial ownership (~0.24% of outstanding) plus ESOP holdings and ongoing RS vesting support alignment; no options outstanding and robust clawback policies add governance strength .
  • Signal checks: Strong say‑on‑pay approval (95%) and 2024 outperformance vs plan ranges suggest compensation credibility; continued focus on cumulative net income through 2027 keeps management oriented toward durable earnings quality .