Thomas McCoy
About Thomas McCoy
Thomas E. McCoy is Executive Vice President at Community Trust Bancorp, Inc. (CTBI) and first became an executive officer in 2025; he serves as Executive Vice President/Operations of Community Trust Bank (CTB), the bank subsidiary. He is 56 years old (as of Feb 28, 2025) and has worked at CTBI for over 32 years with deep leadership across information technology operations, applications, platforms, networks, and systems development . For context on company performance relevant to incentive alignment, CTBI reported 2024 EPS of $4.61 and net income of $82.8 million, and its year-end 2024 TSR (value of $100 invested on 12/31/2019) was $125.93; the peer-group TSR was $121.20 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Community Trust Bancorp / Community Trust Bank | Senior IT leadership (managed critical day-to-day IT needs; directed major IT projects; acted as IT departmental manager; led application systems, platform administration, network administration, and systems development) | 32+ years (as of Jan 2024) | Drove end-user computing improvements supporting CTBI’s bank, brokerage, and trust divisions; ensured continuity of critical IT operations . |
Fixed Compensation
- CTBI manages executive officer base salaries toward the market median, with 2025 base salary increases approved for NEOs ranging from 4.0% to 8.7% to maintain competitiveness; the same philosophy applies to executive officers broadly .
- CTBI minimizes perquisites; executives participate in broad-based ESOP (4% employer contribution) and 401(k) (50% match on first 8% of salary), plus company-paid supplemental life insurance; executives may defer cash bonuses; CTBI does not provide a SERP .
Performance Compensation
Annual Incentive (design and metrics)
- Design: Annual Senior Management Incentive Compensation Plan (“Incentive Plan”) for executive officers uses EPS and ROAA with scaled payouts; awards may be paid in cash and equity (restricted stock or options), with equity vesting over four years in 25% increments for executive officers .
- 2024 outcome (company-level): CTBI delivered ROAA 1.41% and EPS $4.61; plan paid at the base tier because accruals would otherwise lift to the next tier; NEO bonuses were paid in January 2025 (illustrative of plan calibration) .
| Metric (2024 Plan) | Target (Base) | Actual | Payout Result |
|---|---|---|---|
| ROAA | 1.36% | 1.41% | Paid at base level due to accrual mechanics . |
| EPS | $4.40 | $4.61 | Paid at base level due to accrual mechanics . |
2025 Annual Incentive calibration (Executive Officers)
| Performance Level | ROAA | EPS | Cash Award as % of Salary (CEO) | Cash Award as % of Salary (Other Executive Officers) |
|---|---|---|---|---|
| Minimum | 1.40% | $4.81 | 25% | 15% |
| Base (Target) | 1.44% | $4.96 | 50% | 30% |
| Above Target | 1.48% | $5.11 | 75% | 45% |
| Maximum | 1.53% | $5.26 | 100% | 60% |
- If net income target ($89.87M) is achieved but ROAA/EPS aren’t, awards pay at base; minimum performance gates apply .
2025 Equity under Annual Incentive (Executive Officers)
| Performance Level | ROAA | EPS | Stock Options as % of Salary (Other Executive Officers) |
|---|---|---|---|
| Minimum | 1.40% | $4.81 | 7.5% |
| Base (Target) | 1.44% | $4.96 | 15.0% |
| Above Target | 1.48% | $5.11 | 15.75% |
| Maximum | 1.53% | $5.26 | 17.25% |
Notes (vesting and governance): Equity awards require a minimum one-year vesting; grants are timed pursuant to CTBI’s Insider Trading Policy; no backdating; no stock options were outstanding at 12/31/2024 (options may be granted under the 2025 Plan) .
Long-Term Incentive (Performance Units; cash-settled)
- Structure: Three-year performance units for executive officers measured on cumulative net income; paid in cash in early 2028 for the 2025–2027 cycle; avoids equity dilution .
- 2025–2027 target: Cumulative net income target $283.0 million with payouts scaled 10%–60% of CEO salary and 5%–30% of other executive officers’ salaries at min-to-max (20% at target for other executive officers) .
| Cumulative Net Income (2025–2027) | Award as % of Target | Award as % of Salary (Other Executive Officers) |
|---|---|---|
| 90% (Minimum) | 25% | 5.0% |
| 93% | 50% | 10.0% |
| 96% | 75% | 15.0% |
| 100% (Target) | 100% | 20.0% |
| 103% | 120% | 24.0% |
| 107% | 135% | 27.0% |
| 110% (Maximum) | 150% | 30.0% |
Carryover learnings: For the prior 2022–2024 cycle, cumulative net income target ($238M) was exceeded ($242.6M); NEOs earned payments at target (illustrative of calibration) .
Equity Ownership & Alignment
| Holder | Total Beneficial Ownership | Detail |
|---|---|---|
| Thomas E. McCoy | 21,474 shares; less than 1% of class | Includes 5,554 restricted shares, 7,819 shares in 401(k), and 7,912 ESOP shares (voting power on ESOP/401k as specified) . |
| Thomas E. McCoy (Form 3 as newly appointed officer) | 21,447.2365 shares (breakdown) | Direct: 5,743; ESOP: 7,898.789; 401(k): 7,805.4475 (filed Feb 6, 2025, event date Feb 3, 2025) . |
- Hedging/pledging: Insider Trading Policy prohibits hedging and pledging a “significant” amount (defined as the lesser of 1% of outstanding equity securities or 50% of the individual’s holdings) by directors and executive officers .
- Ownership plan: 2025 Stock Ownership Incentive Plan authorizes 550,000 shares, requires minimum one-year vesting, and uses double-trigger vesting on change-in-control; no repricing without shareholder approval .
Employment Terms
- Employment agreements: CTBI does not use fixed-term employment contracts for executives .
- Severance/Change-in-Control (for all executive officers, including McCoy):
- Term: Agreements auto-renew; covered period is two years after a change in control for involuntary terminations or voluntary terminations following a change in duties, and 13 months for voluntary terminations not preceded by a change in duties .
- Economics: 2.99× base salary for involuntary termination or voluntary termination following a change in duties within two years after a change in control; 2.00× base salary for voluntary termination without change in duties within 13 months after a change in control .
- Equity/units: Under the 2025 Plan, double-trigger acceleration applies on change-in-control termination events (options/SARs vest; restricted stock restrictions lapse; performance units vest based on the greater of pro-rata or run-rate scenarios defined in the plan) .
- Clawbacks: CTBI adopted a Nasdaq-compliant Policy for the Recovery of Erroneously Awarded Compensation effective Dec 1, 2023; 2025 Plan awards are explicitly subject to recoupment .
- Trading policy and grant timing: Grants occur post-earnings release, no backdating, and blackout-period restrictions apply to directors’ equity awards (subject to plan approval) .
Performance & Company Context
| Metric | 2020 | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|---|
| Net Income ($ thousands) | 59,504 | 87,939 | 81,814 | 78,004 | 82,813 |
| EPS ($) | 3.35 | 4.94 | 4.59 | 4.36 | 4.61 |
| TSR – $100 invested on 12/31/2019 (CTBI) | 83.32 | 101.72 | 111.37 | 135.13 | 125.93 |
| TSR – Peer Group | 103.30 | 152.38 | 111.31 | 141.16 | 121.20 |
- Say-on-Pay support: 95% approval at the 2024 annual meeting, indicating broad shareholder support for pay programs .
Risk Indicators & Governance
- No stock options outstanding at 12/31/2024 reduces near-term exercise-driven selling risk; equity awards vest over four years, creating staggered vesting rather than cliffs (subject to plan rules) .
- Insider trading policy restricts hedging and significant pledging for executive officers, aligning with best practices .
- Compensation risk assessment concluded plans are not reasonably likely to have a material adverse impact on CTBI .
Investment Implications
- Pay-for-performance alignment is clear: annual incentives and long-term units are tied to EPS/ROAA and cumulative net income, with calibrated minimums/maximums and four-year equity vesting—reducing misalignment and emphasizing durability of earnings .
- Retention risk appears mitigated by long tenure, promotion to executive officer in 2025, multi-year LTI design, and robust change-in-control protections; however, double-trigger acceleration could contribute to turnover in a sale scenario .
- Ownership alignment is meaningful for a mid-level executive officer: McCoy holds over 21k shares across direct, ESOP, and 401(k) accounts; company policy discourages hedging/pledging—both supportive of alignment and limiting adverse trading signals .
- Near-term selling pressure from options is low (none outstanding at YE2024), but ongoing 25%-per-year RSU vesting under the incentive plan can create modest periodic liquidity; overall, structure suggests steady, not abrupt, selling potential .