Philip S. Watkins - Executive Vice President, Head of Corporate Development and Investor Relations | Customers Bancorp (CUBI) Executive Profile & Compensation

About Philip S. Watkins

Philip S. Watkins, age 40, is Executive Vice President and Chief Financial Officer of Customers Bancorp, Inc. (CUBI) since April 12, 2024, and a member of the company’s Executive Committee. He joined Customers Bank in January 2020, led Real Estate and Digital Lending, and served as CFO of Customers Bank starting January 2023. Watkins holds an MBA from Harvard Business School and a BSBA in Finance (cum laude) from the University of Florida . Company performance under the current framework emphasized top-quartile execution in 2024: net income to common of $166.4 million and diluted EPS $5.09, Core EPS $5.60, ROAA 0.85% (Core 0.92%), ROCE 10.4% (Core 11.4%), NIM 3.15%, strong liquidity (immediately available liquidity to uninsured deposits of 159%), 11% loan growth, and 14% Y/Y increase in tangible book value per share. Over the last five years, Customers delivered ~15% annual revenue growth, ~20% Core EPS growth, and ~16% tangible book value growth .

Past Roles

Organization	Role	Years	Strategic Impact
Customers Bancorp, Inc.	EVP, Chief Financial Officer	Apr 12, 2024 – Present	Corporate CFO overseeing capital, liquidity, and performance metrics aligned to NIM, CET1, and liquidity targets .
Customers Bank	Chief Financial Officer	Jan 2023 – Apr 2024	Bank-level CFO driving deposit mix transformation, NIM expansion, and risk management investments .
Customers Bank	Head of Real Estate; Head of Digital Lending	2020 – 2023	Built specialty lending capabilities and digital lending infrastructure supporting growth and asset quality .

External Roles

Organization	Role	Years	Strategic Impact
Megalith Financial Acquisition Corp (NYSE: MFAC)	Chief Financial Officer	Aug 2018 – Jan 2021	Public company CFO experience; capital markets and M&A readiness .
Megalith Capital Management	Principal	2013 – Present	Real estate private equity; investment, repositioning and development expertise .

Fixed Compensation

Metric	2024	Notes
Annualized Base Salary ($)	$425,000	Increased to $425,000 effective with CFO appointment on Apr 12, 2024 .
Salary Paid ($)	$410,673	Reflects partial year at CFO rate.
Target Bonus (% of salary)	50%	CFO plan unchanged from prior year; maximum 80% of salary .
Actual Bonus Paid ($)	$222,500 (100% RSUs)	Granted as RSUs on Mar 14, 2025 with 3-year ratable vesting .
Stock Awards ($)	$210,012	RSU grant on Mar 15, 2024, 4,229 units .
Option Awards ($)	—	No new options in 2024; see outstanding options below.
All Other Compensation ($)	$13,591	Standard executive benefits.
Total Compensation ($)	$634,276	Summary Compensation Table.

Performance Compensation

Metric	Weight	Target	Actual Performance Multiplier	Weighted Contribution	Payout	Vesting
Net Interest Margin (Q4 2024)	50%	≥ 3.25%	89.23%	44.61%
Immediately Available Liquidity / Uninsured Deposits	25%	≥ 150%	118.00%	29.50%
CET1 Ratio	25%	≥ 11.25%	122.40%	30.60%
Weighted Performance Multiplier	—	—	—	104.72%
Short-Term Incentive (STI)	—	$212,500 at target	—	—	$222,500 (RSUs)	RSUs vest in equal thirds over 3 years; granted Mar 14, 2025 .

Equity Ownership & Alignment

Item	Detail
Beneficial Ownership (Voting Common)	24,739 shares (as of Apr 11, 2025) .
Unvested RSUs	32,773 (as of Apr 11, 2025) .
Percent of Shares Outstanding	<1% .
Outstanding Options	20,000 unexercisable options, exercise price $28.37, expiring Feb 24, 2031; vests on fifth anniversary (Feb 24, 2026) .
Stock Ownership Guideline	CFO required to hold 3x base salary; five years to comply; NEOs employed as of Dec 31, 2024 were in compliance or expected to be within the window .
Hedging Policy	Prohibition on hedging Company securities (Code of Conduct and Insider Trading Policy) .
Pledging	Proxy footnotes disclose pledged shares for the CEO; no pledge footnote for Watkins in the beneficial ownership table .

Vesting Schedules (Specific Grants)

Grant Type	Grant Date	Units	Vesting Terms
RSU	Mar 15, 2024	4,229	Vests in equal thirds on Mar 15, 2025, 2026, 2027 .
RSU	Oct 24, 2023	16,667	Vests in equal thirds on Oct 24, 2024, 2025, 2026 .
RSU	Apr 4, 2023	6,341	Vests in equal thirds on Apr 4, 2024, 2025, 2026 .
RSU	Jan 5, 2023	3,717	Vests in equal thirds on Jan 5, 2024, 2025, 2026 .
RSU	Mar 22, 2022	697	Vests in equal thirds on Mar 22, 2023, 2024, 2025 .
Stock Options	Feb 24, 2021	20,000	Vest on fifth anniversary (Feb 24, 2026) .

Long-Term Incentives (2024 Plan, granted Apr 8, 2025)

Award	Granted (#)	Grant Date Fair Value ($)	Vesting	Performance Metrics
Time-Based RSUs	3,878	$165,785	3-year ratable vesting	—
Performance-Based RSUs (PBRSUs)	5,816	$248,634	3-year cliff vesting	3-year Relative TSR (33%), Relative ROACE (33%), Relative Avg Non-Performing Assets/Total Assets (34%) .
Total LTI	9,694	$414,419	—	—

Insider Activity and Vesting Events

Date	Nature	Shares	Price	Notes
Dec 31, 2024	Stock awards vested	14,300	$683,208 value	2024 vestings across prior grants; no option exercises in 2024 .
Apr 10, 2025 (filed)	Form 4; holdings footnote	—	—	Footnote: includes 32,773 RSUs; signed by Andrew Sachs under POA .
Oct 24–27, 2025 (filed)	Net share settlement for taxes on vesting (Code F)	-3,763	$70.11	Reported on Form 4; indicates withholding/sale-to-cover at vest .

Employment Terms

Item	Details
Appointment as CFO	Promoted Apr 12, 2024; no new material plan, contract, or award entered in connection with appointment .
Severance	No employment agreement providing severance for resignation for good reason or termination without cause or in change-in-control for Watkins .
Change-in-Control	Company practice is no single-trigger equity vesting; double-trigger constructs govern, and equity vesting addressed under change-in-control and retirement provisions .
Retirement Vesting	Stock options and restricted shares vest upon retirement at age 65 with LD&CC consent for all outstanding awards .
Clawback	Cash and equity awards subject to clawback for restatements and misconduct; covers prior three completed fiscal years .
Death Benefit	$1,500,000 (group and executive life insurance) reported as potential payment upon death .
Ownership Guidelines	CFO must maintain equity equal to 3x base salary; five-year period to comply .
Hedging/Insider Trading	Hedging prohibited; policy requires preclearance for trading by covered persons .

Compensation Structure Analysis

Pay mix emphasizes at-risk equity: CFO STI was paid 100% in RSUs in 2024 with formulaic metrics (NIM, liquidity, CET1), and LTI awards split 60% PBRSUs/40% RSUs with rigorous 3-year, relative performance metrics; options are legacy and long-dated .
Governance mitigants: explicit clawback, prohibition on hedging, annual say-on-pay cadence, and stock ownership guidelines for executives; no single-trigger CIC provisions; independent consultant engaged (Aon) .
Shareholder support: 2024 say-on-pay approved by over 97% of votes cast, signaling alignment with investor expectations .

Performance & Track Record

Corporate KPIs achieved in 2024: deposit growth (+$926M), NIM expansion in Q4, liquidity coverage at 159%, CET1 12.1%, 11% loan growth, top-quartile tangible book growth (14% Y/Y), and strong asset quality (NPAs/Assets 0.25%) .
2025 STI goals continue to prioritize NIM (≥3.10%), peer-top-quartile NPL ratio, and liquidity ≥150% .
Watkins’ prior roles included leading specialty and digital lending businesses and CFO roles at bank and public-company SPAC (MFAC), supporting execution in risk, funding, and growth .

Equity Ownership & Alignment Details

Component	Data
Shares owned vs. company size	24,739 shares vs. ~31.58M outstanding (Apr 11, 2025), <1% ownership .
Alignment via RSUs/PBRSUs	Significant unvested RSU holdings (32,773) and new 2025 PBRSUs (5,816) tie payouts to long-term TSR/ROACE/credit quality .
Pledging/Hedging	Hedging prohibited; pledging disclosed only for CEO; no pledge footnote for Watkins .
Options	One legacy option grant (20,000, $28.37 strike) vests Feb 24, 2026; creates long-term exposure to share price .

Employment Contracts, Severance, and Change-of-Control Economics

Item	Watkins
Employment agreement	None entered with CFO appointment; no severance agreement for Watkins .
CIC economics (Dec 31, 2024 hypothetical)	Equity vesting value: options $406,200; restricted shares $1,540,772; total $1,946,972 under CIC scenario; death total $3,446,972 .
Triggers	Company indicates no single-trigger CIC; equity acceleration tied to retirement/CIC constructs; clawback applies .

Risk Indicators & Red Flags

Prior CFO transition: Predecessor CFO terminated for cause on Apr 10, 2024; separation agreement paid $2.5 million and forfeited unvested equity/SERP; underscores transition risk resolved with Watkins’ promotion .
Insider selling pressure: Periodic RSU vesting (14,300 shares in 2024) and net share settlements for tax on vesting (e.g., 3,763 shares on Oct 24–27, 2025) indicate routine non-economic disposals rather than directional selling .
Governance mitigants: strong clawback; prohibition on hedging; ownership guidelines; top-quartile risk program investments .

Investment Implications

Pay-for-performance alignment is strong: formulaic STI and relative, multi-metric PBRSUs align the CFO’s incentives with NIM, liquidity, capital, TSR, returns, and credit quality; absence of cash severance reduces moral hazard .
Retention risk appears contained: multi-year RSU/PBRSU vesting and legacy options create ongoing retention hooks; retirement Rule of 65 further incentivizes tenure .
Trading signals: RSU vesting cadence and periodic net share settlements are standard and not indicative of discretionary selling; monitoring future Form 4s around vest dates can gauge incremental supply, but no red flags evident for Watkins (no pledging disclosed) .
Execution track record: 2024 delivery on liquidity, NIM, capital, growth, and TBV metrics supports confidence in CFO stewardship; 2025 STI targets sustain conservative posture on credit and liquidity .