Geraldine Harden
About Geraldine Harden
Geraldine Harden, age 58, serves as Executive Vice President and Head of Commercial Loan Services at Dime Community Bancshares (Dime Community Bank), having joined the Bank in 2022; she brings 35+ years of experience across commercial loan operations, lending systems, and M&A, with prior senior roles at Webster Bank and Sterling National Bank and earlier positions at Barclays Bank, Bank of New York, State Bank of Long Island, and Astoria Bank . Company performance context during her tenure: Dime’s 2024 total shareholder return was 18.5% (top quartile vs compensation peers), and 2024 net income was $26.1 million, with executive pay programs emphasizing Adjusted ROATCE, TSR, and cost discipline in long-term and pay-versus-performance linkages .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Dime Community Bank | EVP, Head of Commercial Loan Services | 2022–present | Leads commercial loan services; deep experience in operations/systems/M&A supports portfolio servicing and integration |
| Webster Bank | SVP, Commercial Loan Operations | Not disclosed | Senior leadership of commercial loan operations; process/controls experience |
| Sterling National Bank | Commercial loan operations leadership (prior to Webster) | Not disclosed | Operations and systems leadership in regional bank setting |
| Barclays Bank; Bank of New York; State Bank of Long Island; Astoria Bank | Various senior management positions | Not disclosed | Broad foundation in commercial lending ops and administration |
External Roles
- The proxy biography does not disclose any current external public-company directorships or committee roles for Ms. Harden .
Fixed Compensation
- Individual base salary, target/actual bonus, and perquisites for Ms. Harden are not disclosed; Dime’s proxy provides detailed compensation for Named Executive Officers (NEOs) only (CEO, CFO, and select other NEOs) .
Performance Compensation
While Harden’s individual incentive targets/payouts are not provided, the company’s incentive architecture (which typically covers senior executives) is as follows:
- Annual Incentive Plan (AIP) 2024: Corporate performance achieved 123.7% of target (85% weight) and a Discretionary Factor at 120% (15% weight), producing a 123.1% payout for NEOs; metrics included financial and operational objectives plus discretionary achievements (technology rollouts, compliance, cybersecurity, CRA “Outstanding,” and TSR relative to peers) .
- Long-Term Incentive Plan (LTIP) 2024: 60% performance-based restricted stock and 40% time-based; 2024 PRSAs vest on 2024–2026 performance using two goals: Consolidated CRE Concentration Ratio and Relative Deposit Franchise Quality among Metro NY/NJ banks (50–150% of target payout curve); award examples shown for NEOs were granted March 31, 2024 .
- 2022 LTIP Results (for context): Performance shares paid at 30% of target due to TSR at the 30th percentile (vs KBW Regional Banking Index) and Adjusted ROATCE below threshold; design was 60% performance-based, 40% time-vested .
2022 LTIP metrics and outcomes (company-level, for context):
| Metric | Weight | Threshold | Target | Maximum | Result | Payout as % of target |
|---|---|---|---|---|---|---|
| Total Shareholder Return (relative) | 50% | 25th pct | 50th pct | 75th pct | 30th pct | 60% |
| Adjusted ROATCE | 50% | 11.6% | 14.5% | 17.4% | 10.7% | 0% |
| Overall payout | — | — | — | — | — | 30% |
AIP payout structure for 2024 (company-level, for context):
| Component | Weight | Achievement | Resulting contribution |
|---|---|---|---|
| Corporate performance | 85% | 123.7% of target | 105.1% equivalent |
| Discretionary factor | 15% | 120% of target | 18.0% equivalent |
| Total payout | 100% | — | 123.1% of target |
Equity Ownership & Alignment
- Beneficial ownership for Ms. Harden is not individually listed; the Security Ownership table identifies directors and NEOs (and certain other officers) but does not separately report Harden’s holdings .
- Pledging and hedging are prohibited for directors, officers, and employees, reducing alignment and liquidity risk concerns; no margin accounts or hedging derivatives are permitted .
- Stock ownership guidelines apply to directors and NEOs (CEO: 3.0x salary; other NEOs: 1.5x salary; directors: 5.0x retainer), with a 5-year compliance window and 100% retention of shares from vesting until compliant; these are not stated as applying to non-NEO officers .
- As of Dec 31, 2024, all directors and NEOs were in compliance or within their 5-year compliance period .
Employment Terms
- No individual employment or change-in-control agreement for Ms. Harden is disclosed in the proxy; by contrast, the company discloses employment agreements for select NEOs (CEO, CFO, CLO) and separate change‑in‑control agreements for certain other NEOs (CTOO and CRO), with double-trigger severance and no excise tax gross-ups (defense-of-tax-position reimbursement only for specified NEOs) .
- Clawback policy (updated July 2023) applies to “Executive Officers” upon an accounting restatement, requiring recoupment of incentive compensation in excess of restated amounts over the prior three completed fiscal years .
- Anti-pledging and anti-hedging policies apply to directors, officers, and employees .
Performance & Track Record (Company context during tenure)
| Measure | 2024 | Notes |
|---|---|---|
| Total Shareholder Return | 18.5% | Top quartile vs compensation peers for 2024 |
| Net Income ($ millions) | 26.1 | Pay-versus-performance disclosure figure |
Additional performance linkages referenced by the Compensation Committee include Adjusted ROATCE and TSR in the pay-versus-performance framework and LTIP goals (2024–2026), plus operational achievements (technology, onboarding, fraud mitigation, cloud migration) and regulatory/compliance performance used in discretionary assessment .
Governance, Peer Group, and Say-on-Pay (Context)
- Compensation oversight: Independent Compensation Committee; independent consultant Pay Governance engaged in 2024 (fees: $55,800) .
- Compensation peer group: 22 commercial bank peers used in 2024 (asset-size/geography/portfolio mix aligned) .
- 2024 say‑on‑pay support: 81.0% approval for 2023 NEO compensation, informing 2024 decisions .
- No single-trigger change in control; double-trigger applies; clawback maintained; no excise tax gross-ups (only defense-of-tax-position reimbursements for specified NEOs) .
Investment Implications
- Alignment: Company-wide clawback and strict anti-pledging/anti-hedging reduce misalignment and leverage risk for executive officers such as Ms. Harden .
- Transparency gap: As a non-NEO, Harden’s individual salary, bonus formula/payout, equity grants, and beneficial ownership are not itemized in the proxy, limiting precision on her specific pay-for-performance alignment and potential selling pressure from vesting schedules .
- Incentive design read-through: Senior EVPs often participate in AIP/LTIP architectures materially similar to NEOs; 2024 AIP and 2024–2026 LTIP emphasize profitability (Adjusted ROATCE), balance sheet quality (CRE concentration, deposit franchise quality), and TSR—factors that can influence behavior in commercial loan services (portfolio quality, servicing efficiency), though Harden-specific targets/payouts are undisclosed .
- Risk/retention: No specific employment or change-in-control terms for Harden are disclosed; absence of tailored severance economics means retention can hinge on ongoing incentive opportunity and career progression rather than contract protections, while corporate-level double-trigger standards and clawback govern executive officer treatment in broader scenarios .