Timothy A. Swansson
About Timothy A. Swansson
Timothy A. Swansson is Executive Vice President and Chief Technology & Innovation Officer (CTIO) at Kearny Financial Corp./Kearny Bank, appointed to EVP in July 2019 after serving as the bank’s CTIO since 2017; he previously held senior IT leadership roles at Kearny and worked with the bank since 2003 before being appointed an officer in 2008 (Age: 48 as of June 30, 2025) . Company performance context during his EVP tenure includes total shareholder return for a $100 initial investment moving from $151.08 (FY2021) to $89.85 (FY2024) and $100.67 (FY2025), and PPNR per share ranging from $1.01 (FY2021) to ($1.19) (FY2024) and $0.53 (FY2025), highlighting a recovery in FY2025 after a difficult FY2024 .
| Company Performance (context during tenure) | FY 2021 | FY 2022 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|---|
| TSR – Value of $100 Initial Investment ($) | 151.08 | 145.24 | 96.65 | 89.85 | 100.67 |
| PPNR per Share ($) | 1.01 | 1.20 | 0.85 | (1.19) | 0.53 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Kearny Financial/Kearny Bank | EVP, Chief Technology & Innovation Officer | 2019–Present | Oversees technology and digital innovation; role aligns with enterprise digital strategy priorities . |
| Kearny Bank | SVP, Chief Technology & Innovation Officer | 2017–2019 | Led technology & innovation agenda prior to EVP promotion . |
| Kearny Bank | SVP & CTO; SVP/Director of IT; 1st VP/Director of IT | 2008–2017 | Built and managed IT organization and infrastructure . |
| Technology service provider (serving Kearny) | Technology lead supporting Kearny Bank | 2003–2008 | Provided external technology services to Kearny prior to joining as officer . |
External Roles
- None disclosed in the company’s proxy statements (no public directorships or external board roles cited) .
Fixed Compensation
| Component | FY2025 | Notes |
|---|---|---|
| Base salary | Not disclosed for Swansson | He is not a Named Executive Officer (NEO) for FY2025; NEOs listed are CEO, COO, CFO, CLO, CBO . |
| Target annual bonus | Not disclosed for Swansson | The Executive Management Incentive Program applies to NEOs; specific targets for Swansson are not provided . |
| Actual bonus paid | Not disclosed for Swansson | NEO payouts for FY2025 were slightly above target (approx. 104%); individual NEO payouts shown but do not include Swansson . |
| Perquisites | Not specifically disclosed for Swansson | Company states “no significant perquisites” as a compensation best practice . |
Performance Compensation
| Metric | Weighting | FY2025 Target | FY2025 Actual | Earned vs Target | Notes |
|---|---|---|---|---|---|
| PPNR per share | 70% (Corporate component) | $0.51 | $0.53 | 104.91% | Corporate metrics are 80% of CEO/COO and 70% of other NEOs’ incentive opportunity; Swansson’s specific participation not disclosed . |
| Non-interest expense ratio | 30% (Corporate component) | 1.55% | 1.58% | 98.11% | Compensation Committee made no FY2025 adjustments to these corporate results . |
Long-term equity incentive framework (2021 Plan):
- Structure: 50% time-based RSUs vesting 33% annually over 3 years; 50% performance-based RSUs (PSUs) vest after a 3-year performance period based on pre-tax, pre-provision EPS goals with a 0.50% NCOs gate; payout range 0–150% of target .
- Grant timing: Regular annual grants typically on August 7; FY2025 grants at $6.24 grant-date value .
- FY2025 vesting calendar: Time-based RSUs granted Aug 7, 2024 vest 33% on Aug 7, 2025/2026/2027; PSUs from the same grant determine payout at period end (to vest Aug 7, 2027 if earned) .
Note: Award recipients and counts/table detail are disclosed for NEOs; Swansson’s individual grant amounts are not itemized in FY2025 proxy tables .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Stock ownership guidelines | CEO: 3x salary; All other NEOs: 2x salary; Directors: 3x cash retainer; 5-year compliance window; 50% of net shares from vesting must be held until compliant; unvested PSUs/options excluded from counting . |
| Compliance status | Company states NEOs and Directors comply; this statement does not explicitly extend to non-NEO executive officers like Swansson . |
| Anti-hedging/anti-pledging | Directors and executive officers are prohibited from hedging and pledging; an exception exists only by Board/NCG Committee approval; the proxy discloses only 8,748 shares pledged by the CEO and “no other shares are currently pledged by a director or executive officer” (implying none by Swansson) . |
| Beneficial ownership | Security ownership tables list directors and NEOs; Swansson is not itemized individually in FY2025, so his beneficial share count is not disclosed there . |
| Trading controls | Section 16 officers must pre-clear trades; blackout periods apply under the insider trading policy . |
Employment Terms
| Term | Swansson | Company/Peer Disclosure |
|---|---|---|
| Employment agreement | Not disclosed for Swansson | Employment agreements detailed for CEO, COO (Suchodolski), and CLO (Joyce); change-in-control (CIC) agreements for CFO (Byrnes) and CBO (Bilotta) . |
| Severance (non‑CIC) | Not disclosed for Swansson | For executives with employment agreements: severance equals remaining-term base salary (lump sum) plus continued medical/dental for agreement term . |
| CIC provisions | Not disclosed for Swansson | CEO: 2.999x five-year average taxable comp; Joyce: 2x most recent calendar year total comp; COO: 3x (base + bonus); CFO/CBO: 2x (base + bonus) under CIC agreements; double-trigger applies; no single-trigger severance . |
| Non-compete / non-solicit | Not disclosed for Swansson | For executives with agreements: six months post-termination (except following CIC) . |
| Clawback | SEC/Nasdaq-compliant clawback policy applies; equity awards subject to clawback if restatement due to misconduct; SOX 304 forfeiture also applies . |
Additional Compensation Governance Context
- Compensation peer group used for benchmarking includes regional banks such as OceanFirst, ConnectOne, Provident, Lakeland, NBT, Northwest, Tompkins, Univest, et al.; peer data supplemented with surveys (~$7.4B median assets) .
- “Say on Pay” approval: 95.65% in October 2024; 95%+ in each of the last six years, indicating strong shareholder support for compensation decisions .
- Equity plan capacity and design: 2021 Plan share reserve 7.5M shares; RSUs and restricted stock count at 3:1 against the pool; awards accelerate on death/disability or involuntary termination post‑CIC per plan terms .
Investment Implications
- Pay-for-performance linkage is anchored to non-GAAP PPNR per share and cost efficiency (non-interest expense ratio), with FY2025 corporate results modestly above target on PPNR and slightly below on expense ratio—supporting disciplined cost and core earnings focus; however, Swansson-specific annual incentive metrics and payouts are not disclosed, limiting direct assessment of his personal pay-performance alignment .
- LTI design (50% PSUs with a credit quality gate and 3-year cliff, 50% time-based RSUs over 3 years) encourages multi-year value creation and retention; the August 7 vesting cadence could create incremental insider selling windows each August, though anti-hedging/pledging and pre-clearance/blackout controls mitigate opportunistic or forced selling risk; only the CEO has any pledged shares per current disclosure .
- No disclosed employment or CIC agreement for Swansson suggests lower change-in-control cost exposure tied to him but potentially higher retention risk versus peers covered by agreements; company practice avoids single-trigger severance and excise tax gross-ups, reflecting investor-friendly governance .
- Data gaps: Swansson was a non-PEO NEO only in FY2021 per Pay vs Performance footnotes; absent FY2025/2024 SCT detail for him, investors should monitor future proxies and Form 4s for award levels, ownership changes, and any contract filings that might alter retention economics .