Craig L. Nix
Chief Financial Officer at FCNCA
Executive
About Craig L. Nix
Craig L. Nix is Chief Financial Officer of First Citizens BancShares (FCNCA), a role he has held since November 2014 after serving as EVP and CFO of First Citizens Bancorporation, Inc. and First Citizens Bank and Trust Company, Inc. from 2001–2014; he is 53 years old . Under the CFO’s tenure, FCNCA executed the CIT merger (2022) and the SVB Acquisition (2023) and delivered 2024 net income of $2.78B, net interest income of $7.14B, net interest margin of 3.54%, 5% loan growth to $140.2B, 6% deposit growth to $155.2B, a CET1 ratio of 12.99%, and strong liquidity of $59.3B; a $1.66B buyback retired ~6.0% of Class A shares in 2H24 . Company TSR over five years (value of $100 investment) reached $400 by 2024, with Say‑on‑Pay support above 98% in 2024 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| First Citizens BancShares/First-Citizens Bank & Trust | Chief Financial Officer | 2014–present | Finance leadership through CIT merger (2022) and SVB acquisition (2023) integration period . |
| First Citizens Bancorporation, Inc. (SC) and First Citizens Bank and Trust Company, Inc. (SC) | EVP & Chief Financial Officer | 2001–2014 | Led financial management at predecessor institutions prior to 2014 combination into FCB . |
Fixed Compensation
| Year | Base Salary ($) |
|---|---|
| 2022 | 675,000 |
| 2023 | 675,000 |
| 2024 | 725,000 |
| 2025 | 725,000 |
Performance Compensation
2024 Actual Payouts (Cash-based; no equity awards)
| Plan | Metric | Payout ($) | Notes |
|---|---|---|---|
| LTIP (2022–2024 performance period) | 3-yr Tangible Book Value + cumulative dividends (TBV+D) | 3,290,625 | Committee continued TBV+D as primary metric; 12/30/48% threshold/target/stretch goals . |
| Merger Performance Plan – CIT | Integration synergies, savings, risk mgmt, individual/corporate results | 472,500 | 2024 CIT MPP paid at Target; final CIT MPP cycle . |
| Merger Performance Plan – SVB | Integration milestones, risk mgmt, individual/corporate results | 1,000,000 | 2024 SVB MPP paid at Maximum . |
Structure and vesting: LTIP awards run in overlapping 3‑year cycles with TBV+D goals at 12% (50% payout), 30% (100%), and 48% (150%); payouts are determined after the 3‑year period (e.g., 2022–2024 awards paid in Jan 2025) . MPP awards are approved annually with threshold/target/maximum payouts conditioned on merger integration objectives .
Outstanding LTIP Award Opportunities (forward-looking potential)
| Performance Period | Target as % of Base | Threshold ($) | Target ($) | Stretch/Max ($) |
|---|---|---|---|---|
| 2023–2025 | 325% | 1,096,875 | 2,193,750 | 3,290,625 |
| 2024–2026 | 400% | 1,450,000 | 2,900,000 | 4,350,000 |
| 2025–2027 | 410% | 1,486,250 | 2,972,500 | 4,458,750 |
Note: TBV+D Growth Rate thresholds for each period are 12% (Threshold), 30% (Target), and 48% (Stretch/Max) .
2025 MPP Award Opportunity
| Identification of Award | Threshold ($) | Target ($) | Maximum ($) |
|---|---|---|---|
| SVB Award for 2025 | 333,333 | 666,667 | 1,000,000 |
Other compensation program features
- No equity/stock-based compensation to current NEOs; program is cash-based (LTIP, MPP); therefore no executive stock ownership requirements .
- Clawbacks apply to incentive compensation for restatements, material miscalculations, or significant ethics violations (LTIP/MPP subject to clawback policies) .
- Perquisites: 2024 “All Other Compensation” for Nix included $15,525 401(k) match and $22,014 of home security system costs (risk-management program) for a total of $37,539 .
- Deferred compensation: Nix deferred $274,219 into the FCB 2021 Plan in 2024; aggregate earnings credited $85,258; legacy FCB‑SC plans credited interest of $11,779 and $64,166; year-end balances $1,001,074 (2021 Plan), $150,108 and $817,705 (FCB‑SC plans) .
Equity Ownership & Alignment
| Security | Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Class A Common | 1,124 shares | 0.01% | May be considered shared voting/investment power . |
| Class B Common | — | — | None disclosed . |
| Series C Preferred | 9,265 shares | 0.12% | May be considered shared investment power . |
- Hedging and pledging: Hedging is prohibited for directors and executive officers; pledging is generally prohibited with limited “grandfathered” exceptions. Existing grandfathered pledges only apply to Holding, Bryant, and Bristow—none listed for Nix .
- Executive stock ownership guidelines: None for executives because compensation is cash-based; the company does not grant equity to current NEOs .
Employment Terms
| Topic | Key Terms |
|---|---|
| Employment agreement | None; no employment or change-in-control agreements for current NEOs . |
| Separation from service agreement (deferred post-employment payments) | Present value $456,125; monthly benefit $9,240 paid for 10 years, beginning six months and one week after separation at the agreed age or upon earlier death (assumptions per proxy) . |
| Pension | Present value of accumulated benefit $741,848 under legacy FCB‑SC pension plan (single life annuity, 5.69% discount rate) . |
| Incentive plan treatment on separation | For LTIP/MPP, upon death, retirement, disability, or termination without cause before payout, the CNG Committee may approve a pro‑rata award after the performance period if earned; no separate change‑in‑control acceleration disclosed . |
Compensation Committee, Peer Group, and Shareholder Feedback
- Peer group (used to inform decisions): Capital One, Citizens Financial, Comerica, Fifth Third, Huntington, KeyCorp, M&T, PNC, Regions, Truist, Webster, Zions; Committee generally references the 50th percentile for similar roles, with adjustments for performance, scope, and retention .
- Say‑on‑Pay: 2024 approval exceeded 98%, indicating strong shareholder support of the pay design emphasizing multi‑year TBV+D performance and MPP integration outcomes .
Investment Implications
- Alignment and incentives: Nix’s pay is heavily performance-based and cash-settled via multi-year LTIP tied to TBV+D and MPP tied to integration milestones, with meaningful stretch opportunity (up to ~4.46M max on 2025–2027 LTIP vs. $2.97M target) . This design tightly links incentives to book value compounding and transaction execution—key value drivers for bank investors.
- Selling pressure: With no equity grants and minimal direct equity ownership (0.01% of Class A), insider selling pressure from vesting equity is structurally limited; hedging and pledging restrictions further reduce adverse trading signals, and Nix has no disclosed pledges .
- Retention risk: Absence of an employment/CIC agreement is partly offset by long-dated LTIP cycles, MPP opportunities, separation-from-service benefits ($9,240/month for 10 years), pension value, and strong say‑on‑pay support, which together support executive retention without creating CIC “golden parachute” overhangs .
- Performance orientation: Recent fundamentals (loan/deposit growth, NIM resilience, CET1 ~13%, robust liquidity) and buybacks under Nix’s CFO stewardship support LTIP TBV+D achievement; investors should monitor TBV+D trajectory and SVB/CIT integration KPIs, as they directly determine future payouts and signal management confidence .
Note: Monitor Section 16 filings for any future Form 4 activity, and annual proxy updates for revisions to LTIP/MPP metrics, clawback enforcement, or changes to hedging/pledging policies.