John P. Vivona
About John P. Vivona
First Senior Vice President and Chief Risk Officer at Hanover Bancorp, Inc. (HNVR); joined Hanover in 2023 after more than 35 years in banking and prior Chief Risk Officer roles at BNB Bank and Alma Bank, plus executive-level compliance positions at Newtek Bank, N.A., New York Community Bancorp, and The First National Bank of Long Island . Company performance context for 2024 relevant to risk oversight: net income $12.3 million ($1.66 per diluted share including Series A preferred), Q4 net income $3.9 million ($0.52 per diluted share), and net interest margin up 16 bps sequentially; asset quality remained strong with non-performing loans of $16.4 million (0.82% of total loans) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| BNB Bank | Chief Risk Officer | Not disclosed | Enterprise risk leadership; credit/compliance risk oversight |
| Alma Bank | Chief Risk Officer | Not disclosed | Enterprise risk leadership; credit/compliance risk oversight |
| Newtek Bank, N.A. | Executive-level compliance | Not disclosed | Regulatory compliance, risk controls |
| New York Community Bancorp | Executive-level compliance | Not disclosed | Regulatory compliance, risk controls |
| The First National Bank of Long Island | Executive-level compliance | Not disclosed | Regulatory compliance, risk controls |
Fixed Compensation
- Mr. Vivona is not listed among Named Executive Officers (NEOs) in 2023–2025 proxies; his individual base salary, bonus targets, and equity grant details are not disclosed in the Summary Compensation Tables .
Performance Compensation
- Hanover’s Executive Annual Incentive Plan metrics include pre-tax, pre-provision net revenue, pre-tax, pre-provision ROAA, net loan growth, and net charge-off ratio; payouts range from 50% (threshold) to 150% (stretch) of target per metric, with no payout below threshold. In 2024 a non-financial strategic goals component was added (25% weighting). Specific participation, targets, and payouts for Mr. Vivona are not disclosed .
| Metric | Weighting | Target | Actual | Payout Factor | Vesting |
|---|---|---|---|---|---|
| Pre-tax, pre-provision net revenue | Not disclosed | Not disclosed | Not disclosed | 50%–150% per metric (plan design) | Cash (annual incentive) |
| Pre-tax, pre-provision ROAA | Not disclosed | Not disclosed | Not disclosed | 50%–150% per metric (plan design) | Cash (annual incentive) |
| Net loan growth | Not disclosed | Not disclosed | Not disclosed | 50%–150% per metric (plan design) | Cash (annual incentive) |
| Net charge-off ratio | Not disclosed | Not disclosed | Not disclosed | 50%–150% per metric (plan design) | Cash (annual incentive) |
| Strategic goals (added in 2024) | 25% (aggregate corporate goals) | Not disclosed | Not disclosed | Contributes to aggregate payout (slightly below target in 2024) | Cash (annual incentive) |
- Long-term equity design: time-vested RSUs (5-year vest) and performance-vested RSUs (PVUs) with a three-year performance period; PVUs pay out 0%–150% based on Core ROA relative to an industry index (50% weight) and tangible book value growth relative to an industry index (50% weight). Grants disclosed for NEOs; no individual grant disclosure for Mr. Vivona .
Equity Ownership & Alignment
| Metric | Jan 12, 2024 | Mar 11, 2025 |
|---|---|---|
| Beneficially owned shares | 3,000 | 4,125 |
| Ownership % of class | 0.04% | 0.06% |
- Hedging and pledging are prohibited for directors and executive officers under the Company’s insider trading policy; equity plan prohibits option repricing; clawback policy meeting NASDAQ listing standards is in place .
Employment Terms
- Role and start: First Senior Vice President and Chief Risk Officer; joined Hanover in 2023 .
- The Company discloses employment agreements for the CEO and President; no individualized employment agreement, severance, or change-of-control terms are described for Mr. Vivona in the reviewed filings .
- Company-wide clawback and insider trading policies (anti-hedging/anti-pledging) apply to executive officers .
Investment Implications
- Alignment: Mr. Vivona’s disclosed beneficial ownership is modest (4,125 shares, 0.06% of class as of March 11, 2025), suggesting limited direct equity exposure relative to NEOs; anti-hedging/anti-pledging policies and clawback provisions mitigate misalignment risk .
- Retention risk: No publicly filed employment agreement or severance/change-of-control terms for Mr. Vivona were identified, which may imply fewer contractual retention protections versus NEOs; however, company-wide incentive programs and governance policies remain in place .
- Performance linkage: Executive annual incentive metrics (earnings quality via pre-provision measures, ROAA, loan growth, credit losses) and PVU metrics (Core ROA, TBV growth vs indices) are consistent with a CRO’s risk-sensitive mandate, but specific targets and payouts for Mr. Vivona are not disclosed, limiting precision on pay-for-performance calibration for his role .
- Governance: Strong policies (clawbacks, anti-hedging/pledging, independent consultant Meridian) support compensation quality; no excise tax gross-ups or option repricing under plans, reducing red-flag risk .