Kevin Geoghegan
EAGLE BANCORPAbout Kevin Geoghegan
Kevin P. Geoghegan, 65, is Executive Vice President and Chief Credit Officer of EagleBank and Executive Vice President of Eagle Bancorp, Inc., joining in September 2024; he oversees asset quality, loan portfolio risk management, credit policies, and credit quality, with an MBA from the University of Detroit and 30+ years in credit leadership at First Midwest Bank/Old National, PNC, and National City Bank . Company performance context for compensation alignment: 2024 GAAP net loss of $47.0M due to a $104.2M goodwill impairment with operating net income of $57.1M; operating ROAA 0.46% vs GAAP ROAA (0.38)%, efficiency ratio 89.0% GAAP and 55.23% operating; deposits +$323M YoY; ACL/loans rose to 1.44% and NPAs/Assets to 1.90%, with net charge-offs 0.48%—reinforcing that credit quality execution is a central value-creation lever in his remit .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| First Midwest Bank (merged into Old National Bank in 2022) | Chief Credit Officer; remained CCO post-merger at Old National | Not disclosed | Led enterprise credit risk; continuity through merger, overseeing CRE/C&I portfolio risk and asset quality |
| PNC Financial Services Group | Credit risk leadership roles | Not disclosed | Senior credit risk leadership, portfolio risk frameworks and policies |
| National City Bank | Credit risk leadership roles | Not disclosed | Credit policy and portfolio quality oversight |
External Roles
No external board or public company directorships disclosed for Geoghegan. Skip—no disclosure .
Fixed Compensation
No Kevin-specific base salary or fixed pay disclosure in the 2025 proxy’s Named Executive Officer (NEO) tables; Kevin was not a 2024 NEO. Skip—no disclosure .
Performance Compensation
Company program design and 2024 outcomes (applies to senior executives generally; Kevin’s specific targets/awards not disclosed):
- Senior Executive Incentive Plan (SEIP) uses formulaic, capped metrics; 2024 plan required adjusted net income ≥85% of target to fund, which was not met—no annual cash incentives paid, reinforcing pay-for-performance .
| Metric | CEO 2024 Weighting | Other NEO 2024 Weighting Range | Rationale |
|---|---|---|---|
| Adjusted Income ($) | 30% | 15–25% | Primary driver of shareholder value |
| Average Loan Growth (excl. HFS) (%) | 15% | 15–30% | Interest income driver |
| Average Core Deposit Growth (%) | 20% | 20–30% | Franchise value, reduces wholesale funding |
| Efficiency (%) | 15% | 10–20% | Expense control vs revenue |
| Net Interest Margin (%) | 20% | 15–20% | Core spread performance |
2024 SEIP metric ranges:
| Metric | Threshold (85% of Target) | Target | Maximum (115% of Target) |
|---|---|---|---|
| Adjusted Income ($000s) | 87,153 | 102,533 | 117,913 |
| Average Loan Growth (%) | 2.16% | 2.54% | 2.92% |
| Average Core Deposit Growth (%) | 4.60% | 5.41% | 6.22% |
| Efficiency (%) | 54.86% | 52.25% | 49.64% |
| Net Interest Margin (%) | 2.26% | 2.66% | 3.06% |
Long-Term Incentive Plan (LTIP) design (2025 grants for 2024 service): 60% PRSUs and 40% time-vested RSAs; PRSUs measured over 2025–2027 against KRX peers on relative TSR (50%) and adjusted EPS growth (50%); payout 50–150% of target, capped at target if absolute TSR or EPS growth is negative; time-vested RSAs/Options vest ratably over three years; accelerated treatment on death/disability/change-in-control . 2022 PRSUs paid 0% due to 0th percentile ROAA and TSR vs KRX (2011–2024 measurement), underscoring rigorous relative hurdles .
| 2022 PRSU Metric | Weight | Actual Rank vs KRX | Payout |
|---|---|---|---|
| Return on Average Assets | 50% | 0th percentile | 0% |
| Total Shareholder Return | 50% | 0th percentile | 0% |
Note: Kevin-specific LTIP grants/amounts for 2024 service are not disclosed. Skip—no disclosure .
Equity Ownership & Alignment
- Beneficial ownership: The proxy provides individual holdings for directors and NEOs; Kevin’s individual share count is not disclosed. The group total for all directors and executive officers is 1,028,584 shares (3.39% of 30,369,772 shares); unvested time-vested restricted stock is included; certain margin pledge caveats disclosed for third-party accounts . Kevin-specific beneficial ownership and pledged shares are not disclosed. Skip—no Kevin-specific numbers .
- Stock ownership guidelines: Executive officers must hold shares equal to 2x base salary; CEO 3x; five-year compliance window; shares from time-vested RSAs count, PRSUs/unexercised options do not; as of 12/31/24, all executives/directors required to be in compliance were in compliance .
- Hedging/pledging policy: Hedging and short sales prohibited; pledging limited to ≤50% of shares and must be ≤25% of executive’s net worth .
- Clawback: Policy aligned with SEC Rule 10D-1/Nasdaq—recoupment of erroneously awarded incentive compensation for current/former executive officers over the prior three completed fiscal years upon required restatements .
Employment Terms
Company-level executive arrangements (Kevin-specific agreement terms not disclosed):
- Double-trigger change-in-control economics: Lump sum up to 1.99x salary plus recent bonus basis with extended benefits; accelerated vesting for time-based equity; PRSUs vest at greater of target or actual through change-in-control; non-compete and non-solicit typically 12 months post-termination; no excise tax gross-ups; Section 280G modified cutback applies .
- Insider trading policy and timing/pricing protocols: Policy governs trades; equity grants not timed around material nonpublic information releases .
Performance & Company Context
| 2024 Operating Indicators | Value |
|---|---|
| GAAP Net Income ($MM) | $(47.0) |
| Operating Net Income ($MM, non-GAAP) | $57.1 |
| GAAP ROAA | (0.38)% |
| Operating ROAA (non-GAAP) | 0.46% |
| GAAP Efficiency Ratio | 89.0% |
| Operating Efficiency Ratio (non-GAAP) | 55.23% |
| Deposits YoY change | +$323M |
| Allowance for Credit Losses/Total Loans | 1.44% (vs 1.08% prior year) |
| Non-performing Assets/Assets | 1.90% (vs 0.57%) |
| Net Charge-offs | 0.48% (vs 0.01%) |
Say-on-Pay: 94% approval in 2024, improving from 57% in 2023, reflecting shareholder support for compensation policy changes .
Compensation peer group (for benchmarking): Includes 22 regional banks such as United Bankshares, WSFS Financial, CVB Financial, OceanFirst, Veritex, Independent Bank Group, Byline, etc., chosen on assets, market cap, loan mix, and metro market exposure .
Risk Indicators & Red Flags
- 2024 credit metrics deterioration (NPA ratio and net charge-offs up), elevating execution risk in Kevin’s credit mandate .
- Strict hedging/pledging limits and clawback policy mitigate misalignment risk .
- No tax gross-ups and double-trigger CIC arrangements reduce shareholder-unfriendly provisions .
- 2022 PRSU 0% payout across ROAA and TSR metrics underscores rigorous relative performance hurdles and limited windfalls .
Compensation Structure Analysis
- Equity tilt: Shift to 60% PRSUs and 40% RSAs increases at-risk, performance-contingent compensation for senior executives, aligning rewards to KRX-relative TSR and EPS growth .
- No SEIP payout for 2024: Annual cash incentives did not fund, reducing near-term cash comp and heightening reliance on multi-year equity outcomes .
- Ownership guidelines and prohibition of hedging/limits on pledging bolster alignment over time .
Investment Implications
- Alignment: Company policies—ownership guidelines, strict hedging/pledging limits, clawbacks, and PRSU design—support pay-for-performance and long-term alignment; SEIP non-funding in 2024 reinforces rigor .
- Execution risk: With NPA ratio and net charge-offs rising in 2024, credit quality stabilization and risk remediation are central to value creation; Kevin’s tenure began amid a tougher credit backdrop, making his oversight of asset quality and credit discipline a key performance lever .
- Event risk: Double-trigger CIC terms and accelerated vesting mechanics are standard at EGBN; absent Kevin-specific severance details, investors should monitor future filings (e.g., Form 8-K or proxy updates) for any bespoke arrangements that could influence retention or change-in-control outcomes .
- Signal monitoring: Form 4 activity and vesting-related sales are not disclosed here; monitor insider filings post-hire for selling pressure/10b5-1 plans, and track PRSU vesting probabilities against KRX-relative TSR/EPS growth targets through 2027 .