Doug Petno
JPMORGAN CHASE &About Doug Petno
Doug Petno is Co-CEO of J.P. Morgan’s Commercial & Investment Bank (CIB) and a member of the firm’s Operating Committee, with 35 years at JPMorgan Chase. He previously served as Co‑Head of Global Banking, and from 2012–2024 was CEO of Commercial Banking, where he oversaw significant U.S. expansion and entry into 30 countries; earlier, he spent over two decades in Global Investment Banking and led J.P. Morgan’s Global Natural Resources Group . The CIB delivered strong performance: in 2024 it generated $70.1B of managed revenue and $24.8B of net income with 18% ROE; firmwide ROTCE was 22% in 2024 . In Q3 2025, CIB total net revenue rose 17% YoY to $19.9B, with investment banking fees up 16% and equity markets revenue up 33%, supporting 18% ROE YTD; the operating backdrop emphasizes stable returns and investment in platform capabilities under Petno’s remit .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| JPMorgan Chase | Co‑Head of Global Banking | – through Jan 2025 | Oversaw integration of Commercial, Corporate & Investment Banking into one franchise |
| JPMorgan Chase | CEO, Commercial Banking | 2012–2024 | Expanded significantly in the U.S. and entered 30 countries; served mid‑size corporates, founders, government/NFPs, and real estate investors/owners |
| J.P. Morgan (Investment Bank) | Head, Global Natural Resources Group; senior Global Investment Banking roles | (Various) | Led sector franchise; more than two decades in Global Investment Banking |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Nature Conservancy | Global Board of Directors (Member) | – | Environmental stewardship and global network connectivity |
Fixed Compensation
JPMorgan’s proxy does not disclose individual compensation for non‑NEO Operating Committee members such as Petno; however, the firm’s structure is consistent across U.S. OC members:
- Pay mix framework (U.S. OC members other than CEO/President): 40% cash incentive, 30% RSUs, 30% PSUs (60% equity); variable pay determined annually .
- RSU vesting: generally 50% after two years and the remaining 50% after three years .
- Strong clawback provisions; robust anti‑hedging and anti‑pledging policies; strong share holding requirements for OC members .
Performance Compensation
| Element | Metric/Definition | Weighting/Target | Payout Mechanics | Vesting/Hold |
|---|---|---|---|---|
| Annual OC assessment | Balanced scorecard across “what” (business results) and “how” (risk/controls & conduct; client/customer/stakeholder; teamwork & leadership) | ~50% business results; ~50% qualitative dimensions | Significant shortcoming in any dimension can reduce variable compensation without limit | N/A |
| PSUs (OC) | Absolute and relative ROTCE | Firmwide metric; goals fixed for award term | 0–150% payout based on 3‑year performance | Cliff vest at 3 years; 2‑year post‑vest holding period |
| RSUs (OC) | Time‑based equity | N/A | Dividends accrue; protection‑based vesting and OC stock ownership/retention policy applies | 50% vests after 2 years; 50% after 3 years |
Additional context:
- Compensation philosophy emphasizes pay‑for‑performance, risk integration, and alignment with shareholders; no special perquisites, no guaranteed bonuses, and no special pension credits .
- CEO/President construct (for reference): variable equity 100% PSUs; cash award capped in policy—illustrates JPM’s bias to long‑term equity across leadership .
Equity Ownership & Alignment
| Topic | Details |
|---|---|
| 10b5‑1 trading plan | Petno adopted a Rule 10b5‑1 trading arrangement on Aug 11, 2025, covering “50% of the net issued shares received as a result of RSUs vesting on January 13, 2026,” in effect through Mar 31, 2026. This indicates a pre‑programmed sale of a portion of net vested RSUs and potential near‑term selling pressure around that vest date . |
| Hedging/Pledging | JPM maintains robust anti‑hedging/anti‑pledging provisions; shares may not be pledged or hedged under firm policy . |
| Stock holding | “Strong share holding requirements” for Operating Committee members—retain significant portion of net shares to increase ownership (firmwide policy) . |
| Beneficial ownership | The proxy’s detailed security ownership table covers directors/NEOs; Petno (a non‑NEO OC member) is not individually disclosed there. No current Form 4 totals cited here; 10b5‑1 adoption disclosed in 10‑Q as above . |
Employment Terms
| Provision | JPM Policy |
|---|---|
| Severance | No special severance; all employees (including OC) participate at the same level, based on years of service, capped at 52 weeks with a maximum credited salary . |
| Change‑of‑Control | No golden parachute agreements provided by the firm . |
| Clawbacks | Strong recovery/clawback provisions enabling cancelation/reduction/repayment as appropriate . |
| Anti‑hedging/pledging | Robust prohibitions in place . |
| Deferred comp/pension | No special pension credits; (director deferred comp is separate and not applicable) . |
Performance & Track Record
| Metric/Scope | Quantitative Snapshot | Notes |
|---|---|---|
| CIB results (FY 2024) | Revenue: $70.1B; Net Income: $24.8B; ROE: 18% | CIB remained a leader: #1 in Global IB fees, #1 in Markets revenue; part of firm’s record 2024 . |
| CIB (Q3 2025, YoY) | Total net revenue: $19.878B vs $17.015B (+17%); Net income: $6.901B vs $5.691B (+21%); Compensation expense: $4.862B vs $4.510B (+8%) | Banking & Payments rev $9.483B (+10%); Markets & Securities Services $10.395B (+24%); IB fees $2.627B (+16%) . |
| Firmwide 2024 | Managed revenue: $180.6B; Net income: $58.5B; ROE: 18%; ROTCE: 22% | 7th consecutive record revenue year; reflects the operating platform Petno helps lead . |
Compensation Committee & Peer Benchmarking
- Compensation & Management Development Committee (CMDC) uses a principles‑based framework and multi‑meeting review to determine OC compensation, with explicit risk, control and conduct overlays; robust shareholder engagement supports design .
- Primary financial services peer group for benchmarking: American Express, Bank of America, Citigroup, Goldman Sachs, Morgan Stanley, Wells Fargo .
- Say‑on‑Pay: 91% shareholder support for the 2024 annual meeting (reflecting support for program design and alignment) .
Risk Indicators & Red Flags (observed)
- Program design mitigants: strong clawbacks; anti‑hedge/pledge; no special severance or golden parachutes (shareholder‑friendly) .
- Trading arrangement disclosure: Petno’s 10b5‑1 plan signals programmatic sales of 50% of net shares from Jan 13, 2026 RSU vesting—indicates likely tax/monetization‑driven selling rather than discretionary sales; monitor liquidity impact near/after vest .
- Governance signaling: High say‑on‑pay support and rigorous peer‑aware CMDC process reduce governance overhang risk .
About Petno’s Recent Role Change
- On Jan 14, 2025, JPM announced leadership changes: Petno was appointed Co‑CEO of the CIB, succeeding Jennifer Piepszak (who became COO). He partners with Troy Rohrbaugh; reports to Jamie Dimon alongside other business CEOs—underscoring succession bench strength .
Investment Implications
- Alignment and retention: Petno’s compensation is substantially long‑dated equity with PSU outcomes tied to absolute/relative ROTCE over three years and an added two‑year holding period; strong clawbacks and anti‑hedging/pledging reinforce alignment and reduce risk taking. This design supports retention and multi‑year focus in CIB execution .
- Near‑term technicals: A disclosed 10b5‑1 plan covering 50% of net shares from RSUs vesting on Jan 13, 2026 suggests predictable selling flow in Q1 2026; size depends on award level and tax outcomes. Investors should monitor open market Form 4 prints around that date for supply dynamics .
- Execution track: Under Petno’s leadership scope, CIB posted durable returns (FY24 ROE 18%) and strong momentum in 2025 (IB fees +16% YoY; equity markets +33% YoY for Q3), consistent with commentary about enhancing margin stability via business mix and platform investments—constructive for medium‑term CIB earnings power and incentive outcomes .
- Governance risk: No golden parachutes, no special severance, and high say‑on‑pay support point to lower governance overhang; benchmarking against the large‑bank peer set suggests continued pay discipline tied to performance .
Sources: JPMorgan Chase 2025 DEF 14A (policies, CMDC approach, FY24 performance, peer group, say‑on‑pay), Q3 2025 Form 10‑Q (CIB performance, 10b5‑1 plans), and Jan 14, 2025 8‑K (leadership changes) .