Vijay Bhasin
Essent GroupAbout Vijay Bhasin
Vijay (Dr.) Bhasin, age 60, is Senior Vice President and Chief Risk Officer of Essent Group Ltd. (ESNT), a role he has held since 2009. He brings deep mortgage finance risk expertise from senior roles at Countrywide/Bank of America and Freddie Mac, with research roles at Fannie Mae and the Federal Reserve; he holds a BS (Mechanical Engineering, NIT Kurukshetra), an MBA (Southern Illinois University), and a PhD in Finance (Indiana University) . In 2024, ESNT delivered 12% revenue growth to $1.24B, EPS of $6.85, and ~14% ROAE while growing MI IIF to ~$244B with 86% persistency; these outcomes anchor the company’s pay-for-performance framework used to determine Mr. Bhasin’s incentives .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Countrywide Financial/Bank of America | Managing Director (economic capital, ALM, counterparty credit risk, structured credit analytics) | 2006–2008 | Built/oversaw capital and risk analytics platforms through a stressed cycle . |
| Freddie Mac | Vice President (mortgage credit and prepayment models) | — | Led development/implementation of credit and prepayment models central to GSE risk management . |
| Fannie Mae | Research role | — | Mortgage finance research supporting modeling and credit insights . |
| Board of Governors of the Federal Reserve System | Research role | — | Macroeconomic/financial research foundations applied to mortgage risk . |
External Roles
| Organization | Role | Years |
|---|---|---|
| None disclosed in ESNT’s 2025 proxy for Mr. Bhasin | — | — |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 450,000 | 450,000 | 450,000 |
| Target Annual Bonus (% of Salary) | — | — | 100% |
Notes:
- Target cash positioning: ESNT targets total target cash between the 25th–50th percentile vs. peer group; annual incentive targets at the median .
Performance Compensation
2024 Annual Cash Incentive (plan, metrics, achievement, payout)
| Metric | Weight | Threshold | Target | Maximum | Actual | Impact |
|---|---|---|---|---|---|---|
| Optimize portfolio growth (EPS/ROE) | 30% | $5.00 EPS at 10% ROE | $6.00 EPS at 12.0% ROE | $7.00 EPS at 14% ROE | $6.85 EPS at 13.6% ROE | Above target . |
| Total Revenue | 15% | $1.0B | $1.2B | $1.4B | $1.24B | Slightly above target . |
| Group Unit Economics (NBV on 2024 NIW) | 15% | 10% | 13% | 16% | 15.8% | Near max . |
| Essent Re (3rd‑party revenue) | 15% | $70M | $80M | $90M | $78.1M | Slightly below target . |
| Strategic Accomplishments | 25% | Committee‑assessed | Committee‑assessed | Committee‑assessed | Completed | Achieved . |
Individual weighting and goals (selected):
- Weighting: Corporate 50% / Individual 50% for Mr. Bhasin .
- Individual goals included enhancing EssentEDGE risk/pricing (incl. TU integration), supporting NIW and franchise growth, underwriting system oversight, analytics support for cross‑functional initiatives, title insurance risk blueprint, and expense management .
Payout result:
- Target bonus $450,000; actual bonus $585,000 (130% of target) for 2024 .
Long-Term Incentive (LTI) design and 2024 awards
Design:
- Target LTI opportunity for Mr. Bhasin: 200% of salary; 50% performance‑ and time‑based (PBRS/RSUs), 50% time‑based RSUs vesting over 3 years .
- 2024 performance framework: 3‑year BVPS CAGR vs. relative TSR to S&P 1500 Financial Services; issued at 200% of target with vesting from 0–200% based on matrix below; earned shares vest March 1, 2027 (service condition) .
2024 awards granted:
| Award type | Shares granted (max) | Vesting | Performance grid (selected points) |
|---|---|---|---|
| Time‑based RSUs | 8,354 | 1/3 on each of Mar 1, 2025/2026/2027 (service) . | — |
| Performance RSUs (PBRS) | 16,707 | Earn over 2024–2026; vest Mar 1, 2027 if earned (service) . | BVPS CAGR 12% with ≥75th TSR → 200%; 10% with 50th TSR → 100%; 7% with ≤25th TSR → 0% . |
Realization and alignment:
- 2024 stock awards fair value for Mr. Bhasin: $814,911; total 2024 compensation $1,959,362 .
- Shares vested in 2024: 25,048; value realized $1,341,847 (incl. dividend equivalents) .
Multi-year compensation (as reported)
| Metric ($) | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary | 450,000 | 450,000 | 450,000 |
| Stock Awards (FASB ASC 718 grant-date) | 744,513 | 711,909 | 814,911 |
| Non‑Equity Incentive (Annual Bonus) | 720,000 | 675,000 | 585,000 |
| All Other Compensation | 74,829 | 130,125 | 109,451 |
| Total | 1,989,342 | 1,967,034 | 1,959,362 |
Governance controls:
- Clawback policy compliant with SEC/NYSE for restatements .
- No option/SAR repricing without shareholder approval; minimum equity vesting 1 year; no excise tax gross‑ups .
- 2024 say‑on‑pay approval 72.5%; ESNT engaged holders and added disclosures on target‑setting and peers .
Equity Ownership & Alignment
Stock ownership guidelines:
- Requirement: 2× base salary for senior executives; hold at least 50% of net shares until compliant; executives prohibited from hedging . As of Dec 31, 2024, all senior executives met guidelines .
Beneficial ownership (as of Mar 7, 2025):
- Vijay Bhasin beneficially owned 208,401 shares (<1% of outstanding) .
- Includes 54,350 outstanding performance‑based restricted shares at max opportunity and 23,583 time‑based restricted shares .
Outstanding unvested/equity at Dec 31, 2024 (selected line items):
| Grant date | Type | Unvested/Unearned shares (#) | Market value ($) |
|---|---|---|---|
| 2/6/2024 | Time-based | 8,517 | 463,653 |
| 2/6/2024 | Performance (unearned) | 17,033 | 927,250 |
| 2/7/2023 | Time-based | 7,187 | 391,239 |
| 2/7/2023 | Performance (unearned) | 21,558 | 1,173,604 |
| 2/8/2022 | Time-based | 3,406 | 185,397 |
| 2/8/2022 | Earned PBRS (to vest) | 17,162 | 934,299 |
Notes:
- Time‑based RSUs vest in equal annual installments through Mar 1, 2027 (service) .
- 2022/2023 PBRS earned based on BVPS/TSR matrices; Board certified 2022–2024 performance period at 168% (awards vested Mar 1, 2025) .
- No pledging disclosed in the proxy; hedging prohibited by policy .
Employment Terms
Key agreement terms (Mr. Bhasin):
- Term: Automatically renewing one‑year terms (initial term expired Nov 5, 2016) .
- Target bonus: 100% of salary (≥50% paid in cash; 2024 paid entirely in cash) .
- Severance (without cause/for good reason): Lump sum 1.5× (salary + target bonus) + prorated current‑year bonus; 18 months COBRA cash; outplacement; accelerated vesting for time‑based equity that would vest within 18 months; performance awards prorated based on actual results for the period .
- Change in Control: Double‑trigger for time‑based awards; PBRS treatment if CIC before performance period end assumes “target” level at 150% performance; immediate vest if awards not assumed; if assumed, convert to time‑based through performance period end or earlier qualifying termination .
- Restrictive covenants: Non‑compete and non‑interference for 18 months post‑employment; confidentiality applies during and after employment .
Estimated payouts (as of Dec 31, 2024; stock at $54.44):
| Scenario | Cash severance | Bonus | Health | Outplacement | Time‑based accel. | PBRS accel. | Total |
|---|---|---|---|---|---|---|---|
| Termination (no CIC) | 1,350,000 | 450,000 | — | 20,000 | 885,738 | 1,716,716 | 4,422,454 |
| CIC, no termination | — | — | — | — | — | 2,510,032 | 2,510,032 |
| CIC + termination (double trigger) | 1,350,000 | 450,000 | — | 20,000 | 1,040,289 | 2,510,032 | 5,370,321 |
| Death/Disability | — | — | — | — | 1,040,289 | 1,716,716 | 2,757,005 |
Investment Implications
- Pay-for-performance alignment: Annual bonus tied to EPS/ROE, revenue, unit economics, Essent Re revenue, and strategic execution, with 50% of Mr. Bhasin’s bonus linked to individual risk-modeling and underwriting-system deliverables; 2024 payout at 130% of target reflects above-target enterprise results and execution . LTI uses BVPS CAGR and relative TSR over three years to reinforce long-term value creation .
- Retention and selling pressure: Meaningful unvested awards vesting 2025–2027 (time-based and PBRS) support retention; 2024 realized vesting value of ~$1.34M indicates ongoing equity monetization cadence common for tax/liquidity, with additional vesting events scheduled through 2027 .
- Alignment and risk controls: Ownership guidelines (2× salary), no hedging, NYSE-compliant clawback, double-trigger CIC, no option repricing, and no excise tax gross-ups mitigate governance risk and reduce misalignment incentives .
- CIC/severance economics: 1.5× (salary+target bonus) multiple and pro‑rata performance share treatment are moderate; double-trigger equity terms temper windfalls. Estimated double-trigger value as of 12/31/24: ~$5.37M for Mr. Bhasin .
- Shareholder sentiment: 2024 say‑on‑pay support at 72.5% prompted investor engagement and enhanced disclosures on target-setting and peer composition—monitor for further program refinements and support trajectory .