Carl Lundblad
About Carl Lundblad
Carl Lundblad is President of LINKBANCORP, Inc. (LINK) and served additionally as Chief Risk Officer through May 2024; he has over 25 years of strategic, legal and operational leadership in financial services, including EVP roles at Susquehanna Bancshares and Tower Bancorp/Graystone Bank, and previously led the nonprofit Ten Thousand Villages as CEO (2016–2019). He is 54 years old and has been President since 2019, with responsibilities spanning integration, risk, strategy and operations . 2024 performance outcomes informing incentive payouts included net income of $26.2M (ROA 0.94%), non‑performing assets at 0.60% of total assets, and deposit growth of $161.8M (+7.36%); these results led to a 40% bonus payout for the President under the Executive Incentive Plan . No shares are pledged by named executive officers; LINK enforces anti‑hedging and anti‑pledging restrictions through policy and plan governance .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Susquehanna Bancshares (NASDAQ: SUSQ) | EVP & Chief Legal and Administrative Officer | 2012–2015 | Senior leadership through sale to BB&T/Truist |
| Graystone Bank & Tower Bancorp (NASDAQ: TOBC) | EVP & General Counsel | 2007–2012 | Legal and strategic leadership at de novo and growth bank platforms |
| Rhoads & Sinon LLP | Partner, Banking & Securities | Prior to 2007 | Led banking/securities practice; regulatory/execution expertise |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Ten Thousand Villages (nonprofit) | Chief Executive Officer | 2016–2019 | Led turnaround/operations in fair-trade retail and wholesale |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | 312,308 | 400,000 |
| Target Bonus Opportunity (% of salary) | 40–80% range for President (plan design) | 40–80% range for President (plan design) |
| Actual Cash Bonus ($) | 225,000 | 160,000 (40% payout) |
| All Other Compensation ($) | 23,861 | 54,544 |
Breakdown of 2024 “All Other Compensation”:
- 401(k) match: $12,023
- Deferred Compensation Plan contribution: $40,000
- Life insurance: $778
- Vehicle-related: $1,743
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting/Timing |
|---|---|---|---|---|---|
| Net Income | Not disclosed | Threshold/Target/Max set annually | $26.2M; ROA 0.94% | Contributed to 40% payout | Annual cash incentive |
| Credit Quality (NPAs/Total Assets) | Not disclosed | Threshold/Target/Max set annually | 0.60% at 12/31/2024 | Contributed to 40% payout | Annual cash incentive |
| Deposit Growth | Not disclosed | Threshold/Target/Max set annually | +$161.8M (+7.36%) | Contributed to 40% payout | Annual cash incentive |
| Strategic Projects | Committee-assessed | Project objectives | Post-merger integration, branch optimization, new retail offering | Contributed to 40% payout | Annual cash incentive |
| Succession Planning | Committee-assessed | Update plans | Comprehensive update completed | Contributed to 40% payout | Annual cash incentive |
Key Incentive Plan Features:
- Payout opportunity: President 40–80% of base salary; 2024 payout at 40% based on goal attainment .
- Risk safeguards: Committee discretion to reduce payouts up to 100% if excessive risk; hedging prohibited .
Equity Ownership & Alignment
| Ownership Component | Amount | Notes |
|---|---|---|
| Shares owned | 74,341 | Includes 12,671 (IRA), 47,341 (joint), 8,000 unvested RS, 3,333 RSUs vesting within 60 days of record date |
| Options exercisable (within 60 days) | 30,000 | Granted 6/14/2019; strike $10.00; expire 06/14/2029; vest over 5 years |
| Founder warrants | 60,000 | Exercise price $10; 10-year term; founders received 4 warrants per share initially purchased |
| Total beneficial ownership | 164,341 | Less than 1% of outstanding shares |
| Shares pledged | 0 | No pledging by NEOs/directors |
Outstanding Equity Awards (as of 12/31/2024):
| Award Type | Grant Date | Unvested Qty | Vesting Schedule | Market/Exercise Terms |
|---|---|---|---|---|
| Stock Options | 06/14/2019 | — (30,000 exercisable) | 5-year annual vesting (completed) | $10.00 strike; expires 06/14/2029 |
| Restricted Stock (RS) | 08/31/2023 | 8,000 | 5-year annual vesting; equal installments | Market value $59,840 at $7.48/share |
| Restricted Stock Units (RSU) | 05/23/2024 | 10,000 | 3-year annual vesting; equal installments | Market value $74,800 at $7.48/share |
Additional alignment controls:
- Anti-hedging policy; anti‑pledging restrictions in equity plan highlights .
- Dividends on RS/RSUs deferred until vesting; no dividends on options .
Insider selling pressure assessment:
- Options/warrants are currently underwater relative to $6.55 close on April 4, 2025, reducing near-term exercise/selling pressure (option/warrant strike $10) .
Employment Terms
| Provision | Terms |
|---|---|
| Agreement term | Two-year term for Lundblad, auto-renews annually to maintain a rolling two years unless notice given ≥90 days before renewal |
| Current base salary | $400,000 (as of 12/31/2024) |
| Severance (non‑CIC) | Lump-sum equal to 2× (base salary + average cash bonus/other cash incentives over prior 3 years); up to 2 years of health/welfare benefits continuation or reimbursement |
| Change-in-control (double-trigger) | If terminated without cause or resigns for good reason within 2 years post-CIC: 2× (base salary + average cash bonus/other cash incentives over prior 3 years); up to 2 years of benefits continuation or reimbursement |
| 280G treatment | Cutback to avoid excise tax if net after-tax is higher; no tax gross-ups |
| Non-compete / non-solicit | One year post-termination; confidentiality protections included |
| Deferred compensation agreements | Executive may defer salary/bonus; bank contributes up to 15% of base salary based on operating ROA; credited at plan rate; normal retirement paid over 180 months; early termination/disability over 120 months; CIC followed within 24 months by separation: benefit equals deferral balance plus (effective 11/1/2025) an additional amount equal to annual base salary, paid in 180 installments starting at later of normal retirement age or 61 months post-separation |
| Split-dollar life insurance | Beneficiary receives lesser of $100,000 or net death proceeds (policy net of cash surrender value/premiums) upon death before separation |
| Equity plan governance | 2025 Equity Plan requires double-trigger vesting on CIC; prohibits repricing/buyouts of underwater options; 1-year minimum vesting for 95% of awards; clawbacks; holding period authority; annual award limits ($500k grant-date value for RS/RSUs; 30,000 options per employee) . |
Investment Implications
- Pay-for-performance: Bonus opportunity is explicitly tied to bank profitability (net income/ROA), asset quality (NPAs), deposit growth, and strategic execution; 2024 payout at the minimum of range (40%), signaling disciplined calibration and alignment with outcomes .
- Retention and CIC economics: Two-times salary+bonus severance and double-trigger CIC vesting/benefits suggest moderate retention strength without shareholder-unfriendly gross‑ups; deferred comp adds long-dated retention with ROA-linked employer credits and an incremental CIC amount starting Nov 2025 .
- Selling pressure: Options and founder warrants struck at $10 are currently underwater versus $6.55, which curbs liquidity-driven selling; RS/RSU vesting over 5 and 3 years respectively implies steady, limited quarterly supply from time-based vesting rather than large one-off releases .
- Alignment safeguards: No pledging, anti-hedging policy, deferral of dividends until vesting, robust clawbacks, and minimum vesting requirements strengthen shareholder alignment and reduce risk of opportunistic trading by insiders .
- Execution track record: Management delivered post-merger integration milestones, branch optimization, and new retail offerings while growing deposits and maintaining asset quality—key drivers of the 2024 incentive outcome; continued delivery on these vectors supports incentive achievement and value creation .
Watchpoints: Future equity plan usage (1,100,000-share reserve) introduces ~4.64% potential overhang; governance features mitigate dilution risk, but monitoring annual grant cadence versus performance will be important . Also monitor any revisions to incentive metrics/targets and any acceleration decisions by the Compensation Committee (which cannot accelerate vesting within the first year) .