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Joaquín Castrillo

Senior Executive Vice President and Chief Operating Officer at EVERTECEVERTEC
Executive

About Joaquín Castrillo

Joaquín A. Castrillo is Executive Vice President, Chief Financial Officer and Treasurer of Evertec, Inc., serving as CFO since October 2018 after joining the company in 2012; he is 42, holds a B.B.A. in Finance and Accounting from Villanova University, and is a CPA . In 2024, Evertec delivered 21.7% YoY revenue growth to $842.1M versus a higher target, and 15% growth in Adjusted Net Income, driving a 128.54% corporate bonus payout score; Adjusted EBITDA used for LTIs was $339.2M, yielding a 136% performance RSU earnout before the TSR modifier . Over the 5-year Pay vs Performance horizon ending 2024, the $100 initial investment in EVTC was worth $104.30 versus $293.87 for the peer index; 2024 Net Income and Adjusted EBITDA in the PvP table were $115M and $340.2M, respectively .

Past Roles

OrganizationRoleYearsStrategic Impact
Evertec, Inc.Executive Vice President, CFO and TreasurerOct 2018–presentOversees finance during growth and M&A cycle; led investor engagement post 2024 Say-on-Pay
Evertec, Inc.Interim CFO and TreasurerAug 2018–Oct 2018Transition stewardship ahead of permanent CFO appointment
Evertec, Inc.VP & Finance Manager; VP & Finance Director2015–2018Increasing finance leadership responsibility ahead of CFO role
Evertec, Inc.Various finance roles2012–2015Progressive roles post-joining the company
PwC (Banking & Capital Markets)Audit ManagerPre-2012External audit/controls expertise for financial institutions

External Roles

OrganizationRoleYears
Villanova UniversityFinance Department Advisory Committee (member)Not specified (current)

Fixed Compensation

Metric202220232024
Salary paid ($)392,044 423,919 456,750
Base salary rate as of 12/31 ($)450,000 463,500
Target cash incentive (%)85%
Target cash incentive ($)393,975
Actual cash incentive paid ($)294,802 514,452 489,540
Christmas bonus included in “Bonus” ($)416,577 18,750 19,313
All other comp ($)34,454 36,761 25,850
  • 2025 merit: Compensation Committee approved a 3% base salary increase for Mr. Castrillo effective 2025; CEO base unchanged .

Perquisites detail (2024):

  • Matching contributions $5,175; car $2,852; club membership $11,975; other $5,848; total $25,850 .

Performance Compensation

Annual Cash Incentive (Design, Metrics, and 2024 Outcome)

  • Weighting for CFO: 90% corporate, 10% individual; business unit metric not applicable .
Corporate Metric (2024)WeightThreshold (90%)Target (100%)Max (110%)ActualPayment Score
Adjusted Net Income ($000s)60% 169,020 187,800 206,580 212,369 150.00%
Revenues ($000s)40% 763,470 848,300 933,130 842,113 96.35%
Corporate payout score128.54%
CFO Incentive Detail (2024)Target %Corporate %Individual %Target $Actual $
Joaquín A. Castrillo85% 90% 10% 393,975 489,540

Breakdown of actual payout (2024): corporate $455,779; individual $33,761 .

Discipline modifiers (deductions only) assessed for ERM/audit/culture/budget compliance (no positive modifiers) .

Long-term Equity Incentives (Structure and Grants)

  • Design: Performance-based RSUs earned on one-year Adjusted EBITDA with a 3-year service period; earned shares adjusted by relative TSR vs Russell 2000 (+/-25%, 0.75x at/below 35th percentile, 1.25x at/above 75th percentile). Time-based RSUs vest in 3 annual tranches .
2024 Grant (Feb 29, 2024)Value ($)PBRSUs (#)TBRSUs (#)Total RSUs (#)Monte Carlo ($/sh)Close Price ($)PBRSU Earnout on EBITDAPBRSU Vest DateTBRSU Vesting
Joaquín A. Castrillo1,660,000 25,486 18,378 43,864 39.08 36.13 136% (2024 Adj. EBITDA $339.2M vs $327.4M target) Feb 28, 2027 3 equal installments on Feb 28, 2025/2026/2027
2025 Grant (Feb 28, 2025)Value ($)PBRSUs (#)TBRSUs (#)Total RSUs (#)Monte Carlo ($/sh)Close Price ($)MetricsTBRSU Vesting
Joaquín A. Castrillo1,950,000 26,681 20,889 47,570 43.85 37.34 2025 one-year Adjusted EBITDA + TSR modifier 3 equal installments on Feb 28, 2026/2027/2028

Additional context:

  • 2023 PBRSU program: EBITDA earnout 171% (pre-TSR), with same TSR modifier scale .

Equity Ownership & Alignment

Beneficial Ownership and Holding Requirements

As of Record DateShares Beneficially Owned
201910,108
202017,423
202125,450
202341,180
202468,041
202542,043
  • Each director/NEO owns <1% of outstanding shares; none of the reported shares are pledged as security (applies in 2024 and 2025 tables) .
  • Stock ownership guidelines: Executive Vice Presidents must hold 3x base salary; all NEOs were in compliance as of the proxy date .
  • Insider Trading Policy prohibits hedging and pledging (with limited, pre-cleared pledge exceptions) .

Vested vs Unvested; Options

Category (12/31/2024)Count/Value
Unvested time-based RSUs (#)35,410
Unearned performance-based RSUs (#)68,576
Market value – time-based RSUs ($)1,222,707 (at $34.53)
Market/payout value – PBRSUs ($)2,367,929 (at $34.53)
Options outstandingNone
Shares vested in 2024 (# / $)64,917 / $2,396,736

Upcoming vesting cadence from outstanding awards:

  • Time-based: Feb 24, 2025; Feb 25, 2026; Feb 28, 2025/2026/2027 (per respective grants) .
  • Performance-based: Feb 25, 2025; Feb 24, 2026; Feb 28, 2027 (TSR modifier applied at vest) .

Employment Terms

  • Agreement: No individual employment agreement for Mr. Castrillo; covered by Evertec Group, LLC Executive Severance Policy .
  • Restrictive covenants (Severance Policy): Non-compete restrictions within a 10-mile perimeter of Evertec markets where it operated in the prior 12 months; 12-month post-termination non-solicitation of service providers; confidentiality and non-disparagement; and Good Reason/Cause definitions (e.g., material pay cut beyond broad-based reduction; material adverse duty change; policy breaches, misconduct) .
  • Clawback policy: Applies to cash and equity incentives; 3-year lookback on restatements and specified triggers .
  • Hedging/pledging: Prohibited hedging and pledging (pledge exception only with pre-clearance and demonstrated repayment capacity) .

Potential Payments upon Termination/Change in Control (as of 12/31/2024)

ScenarioSeverance Payment ($)PBRSUs Capable of Vesting ($)Accelerated RSU Vesting ($)Health/Other ($)Total ($)
Good Reason/Without Cause (non‑CIC)857,475 1,369,598 493,054 22,931 2,743,058
CIC + Good Reason/Without Cause (double‑trigger)2,108,925 4,506,612 22,931 6,638,468
Death or Disability4,506,612 1,000,000 5,506,612

Policy mechanics:

  • Non‑CIC: Cash equals 1x base salary; pro‑rata bonus based on actual; 18 months health premium support; equity: time-based vests pro‑rata; performance-based vests pro‑rata based on actual at period end .
  • CIC (within 24 months): Cash equals 2x (base + target bonus); pro‑rata bonus at target; 18 months health premium support; equity: time-based fully vests; performance-based vests based on actual to date (if measurable) or target .

Performance Context and Shareholder Feedback

  • 2024 performance highlights: integration of Sinqia; acquisitions of Zunify, Grandata, and Nubity; cost efficiency actions; revenue growth and Adjusted Net Income growth; focus on organic growth and margins .
  • Say-on-Pay: 62.2% approval in 2024; subsequent shareholder engagement led by independent director and CFO, meeting with holders representing over 60% of outstanding; 2025 Say-on-Pay passed (57,296,416 For; 1,750,410 Against; 84,681 Abstain) .
  • Peer group/consultant: FW Cook; peer set refreshed in Dec 2024 (adds: nCino, Payoneer, Shift4, Verint; removes: Black Knight, EVO Payments, MoneyGram); market-median pay philosophy .

Investment Implications

  • Pay-performance alignment: CFO incentives are tightly linked to Adjusted Net Income/Revenue (annual) and Adjusted EBITDA with relative TSR (long-term), producing a 128.54% corporate bonus payout and a 136% PBRSU earnout for 2024 performance before the TSR modifier; this supports pay-for-performance but leaves ultimate equity vest outcomes contingent on 3-year TSR versus Russell 2000 .
  • Near-term supply from vesting: Multiple time-based tranches vest annually through 2027 and PBRSUs in 2025/2026/2027, implying potential periodic selling pressure around vest dates; no stock options outstanding reduces levered sell pressure risk .
  • Alignment and risk controls: 3x salary ownership guideline (in compliance), broad clawback, and prohibitions on hedging/pledging (with narrow pledge exception) signal alignment and risk mitigation; none of his reported shares are pledged .
  • Retention economics: Non‑CIC severance of 1x salary plus pro‑rata bonus and health benefits, and double‑trigger CIC cash of 2x salary+target bonus with full equity acceleration, provide competitive protection (potential total up to ~$6.64M under CIC as of 12/31/24), balancing retention with shareholder safeguards via double‑trigger equity vesting .
  • Performance backdrop and TSR: Despite strong operating execution (revenue +21.7% and Adjusted Net Income +15% in 2024), EVTC’s 5-year TSR value of $104.30 lagged the peer index at $293.87 in the PvP table, underscoring the importance of the TSR modifier on long-term awards and sustained value creation .