Sharon Jackson
About Sharon Jackson
Sharon L. Jackson, 65, is Executive Vice President and Chief Banking Officer at FVCBankcorp, Inc. (FVCB), leading retail, digital banking, and business development; she joined FVCB in 2016 after serving as EVP, Director of Business Development at MainStreet Bank from 2009–2016. She serves on the boards of the Central Fairfax Chamber of Commerce and Foundation Fighting Blindness and is a graduate of the University of Virginia Bankers School of Bank Management and the ICBA Executive Leadership Program . Company performance context: during 2024, net income rebounded materially while cumulative TSR over 2023–2024 declined, highlighting mixed market reception to results .
Company performance context during Jackson’s tenure
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Net Income ($USD thousands) | $24,984 | $3,822 | $15,064 |
| Value of Initial $100 Investment (TSR) | $108.29 | $100.80 | $89.94 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| FVCBankcorp, Inc. / FVCbank | EVP, Chief Banking Officer | 2016–present | Leads retail, digital banking, and business development |
| MainStreet Bank | EVP, Director of Business Development | 2009–2016 | Built and led business development efforts |
External Roles
| Organization | Role | Years |
|---|---|---|
| Central Fairfax Chamber of Commerce | Director | Current |
| Foundation Fighting Blindness | Board Member | Current |
Fixed Compensation
- Individual base salary, target bonus, and actual bonus for Sharon Jackson are not itemized in the 2025 proxy (she is not a named executive officer). The Compensation Committee reviews executive officer base salaries annually using external market data and factors such as scope, experience, and individual/company performance .
- Executive officers are eligible for annual cash bonuses; awards are discretionary and contingent on company and individual performance, with minimum performance levels generally tied to net income, asset growth, and credit quality .
Performance Compensation
- Equity plan framework: FVCB’s Amended and Restated 2008 Stock Plan authorizes RSUs, restricted stock, and options for officers and directors; historically, RSUs have time-vested in four equal annual tranches starting one year after grant. Based on 2023 operating environment, no officer equity awards were granted in 2024 (reducing incremental near‑term vesting supply) .
- The company’s incentive design utilizes multiple performance measures to align pay with outcomes; however, weighting/targets/payout curves by executive are not disclosed for Sharon Jackson (non‑NEO). Company‑level pay‑versus‑performance disclosures show net income and TSR trends, with significant cash-based incentive sensitivity for NEOs .
| Incentive Element | Metric(s) | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|
| Annual Cash Bonus (Executive Officers) | Net income, asset growth, credit quality (minimum levels) | Not disclosed | Not disclosed | Not disclosed | Discretionary | N/A |
| RSUs (Officers) | Continued service (time‑vest) | N/A | N/A | N/A | N/A | 4 equal annual installments; awards typically granted after year end; none in 2024 |
Equity Ownership & Alignment
| Item | Details |
|---|---|
| Individual beneficial ownership | Not individually disclosed for Jackson in 2025 proxy (ownership table lists directors and NEOs; Jackson is not listed) . |
| Vested vs unvested breakdown | Not disclosed for Jackson . |
| Options (exercisable/unexercisable) | No individual disclosure for Jackson; director option holdings are disclosed separately . |
| Hedging/pledging | Company policy prohibits directors and executive officers from hedging, short sales, trading on margin, and pledging company stock as collateral . |
| Insider filings | Company reported Section 16 compliance for 2024, with one late Form 4 for a director; no issues noted for executive officers (no Jackson-specific exceptions cited) . |
Employment Terms
| Clause | Terms/Status |
|---|---|
| Employment start date | Joined FVCbank in 2016 . |
| Current title | EVP & Chief Banking Officer . |
| Employment agreement | No Jackson-specific employment agreement disclosed in the proxy (CEO agreement disclosed separately) . |
| SERP participation | On June 7, 2022, the company entered into supplemental executive retirement plan agreements “with each of its executive officers,” which would include Jackson; named benefits disclosed only for CEO/President/Credit (non‑Jackson), payable monthly over 10 years, normal retirement age 67 for non‑PEO NEOs; CIC provisions include lump-sum payment mechanics for certain named officers. Jackson’s specific annual benefit amount is not disclosed . |
| Non‑compete / Non‑solicit | CEO non‑compete/non‑solicit is two years; no Jackson‑specific post‑employment restrictions disclosed . |
| Clawback | Not specifically disclosed in proxy excerpts provided. |
| Ownership guidelines | Not disclosed in proxy excerpts provided. |
| Insider trading windows | Policy exists; hedging/shorting/margin/pledging prohibited . |
Say‑on‑Pay & Shareholder Feedback
| Meeting | Item | For | Against | Abstain |
|---|---|---|---|---|
| 2025 Annual Meeting (May 29, 2025) | Advisory vote to approve NEO compensation | 10,918,212 | 3,111,890 | 75,517 |
Additional Governance/Context
- Related‑party/insider banking: Maximum aggregate loans to insiders and related parties were $53.4 million in 2024 (~22.7% of total shareholders’ equity); all on substantially similar terms to non‑related transactions and without adverse credit classification disclosures .
- Risk and compensation oversight: The Compensation Committee administers executive pay, equity plans, and goals; broader board oversight of risk spans financial, credit, IT/cyber, capital, liquidity, and compliance .
Investment Implications
- Alignment and overhang: Prohibitions on hedging, shorting, margin, and pledging for executive officers reduce misalignment risks and potential forced selling pressure from collateral calls . No officer equity grants in 2024 may limit incremental vesting supply near term, although existing outstanding awards (if any) would continue to vest; Jackson’s individual grant/vesting profile is not disclosed, constraining precision on sell pressure analysis .
- Pay‑for‑performance visibility: Jackson’s individual pay mix and targets are not disclosed. Company‑level disclosures show 2024 net income rebounded significantly while two‑year TSR was negative, suggesting market skepticism despite earnings recovery—an environment where customer deposit growth, digital/retail execution, and relationship depth (areas overseen by Jackson) could be scrutinized by investors for durability and cost of funds impact .
- Retention/transition: At age 65, and with SERP eligibility for executive officers at normal retirement age 67 (for non‑PEO NEOs), retention levers may be adequate but succession planning for customer‑facing growth functions merits attention over the medium term; Jackson’s specific SERP benefit level is not disclosed .
- Shareholder sentiment: 2025 say‑on‑pay passed with ~10.9M for vs ~3.1M against (strong approval by vote count), reducing near‑term governance overhang on executive compensation, though this result reflects NEO pay rather than Jackson’s non‑NEO compensation .
Key gaps for an investor-grade model on Jackson: (i) individual salary/bonus/equity grant history, (ii) Form 4 trading/vesting cadence, (iii) individual beneficial ownership and ownership guideline compliance, and (iv) any Jackson‑specific severance/CIC provisions. None were disclosed in the proxy excerpts above; additional Form 4/8‑K 5.02 reviews would be required to complete that picture.