Mark Augustyn
About Mark Augustyn
Mark S. Augustyn, age 57, is Executive Vice President and Chief Commercial Banking Officer of Mercantile Bank (MBWM), appointed in January 2025; he is a founding lending officer with tenure at the bank since 1997 and now oversees all facets of the commercial banking division . His education includes a B.A. in Finance and an MBA from Grand Valley State University . His 2024 pay reflected MBWM’s pay-for-performance framework, with a bonus tied to EPS, ROA, efficiency, credit quality, and balance sheet metrics; he received $169,363 (40.3% of salary) under the 2024 Executive Officer Bonus Plan after the company achieved 115.4% of target across metrics . Long-term equity grants in 2025 mix 65% performance-based (TSR, ROE, Diluted EPS Change vs a peer index) and 35% time-based vesting, signaling emphasis on multi-year value creation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Mercantile Bank | Commercial Lender | 1997–2007 | Founding lending officer; origination and portfolio growth |
| Mercantile Bank | Commercial Loan Manager | 2007–2015 | Led commercial lending teams and credit execution |
| Mercantile Bank | Regional Commercial Loan Manager | 2015–2017 | Regional leadership driving loan growth and risk management |
| Mercantile Bank | Chief Lending Officer | 2017–2024 | Enterprise lending oversight; credit and production performance |
| Mercantile Bank | EVP, Chief Commercial Banking Officer | 2025–present | Oversees all facets of the commercial banking division |
External Roles
| Organization | Role | Years |
|---|---|---|
| Bethany Christian Services | Board member | Not disclosed |
| Blandford Nature Center | Board member | Not disclosed |
| Crossroads Bible Church | Board member | Not disclosed |
| 100 Businesses that Care | Board member | Not disclosed |
| Mission Field | Board member | Not disclosed |
Fixed Compensation
| Metric | 2024 | 2025 |
|---|---|---|
| Base Salary ($) | $420,777 | $450,230 (effective Mar 1, 2025; 7% increase vs 2024) |
| All Other Compensation ($) | $62,944 | Not disclosed |
Performance Compensation
| Item | 2024 Outcome |
|---|---|
| Bonus Target (% of Salary) | 35.0% |
| Bonus Maximum (% of Salary) | 52.5% |
| Bonus Paid ($) | $169,363 |
| Bonus Paid (% of Salary) | 40.3% |
2024 Executive Officer Bonus Plan – Metrics and Results
| Metric | Weight at Target | Target | Maximum | Final Result | Payout Contribution |
|---|---|---|---|---|---|
| Earnings Per Share | 25.0% | $4.86 | $5.59 | $5.29 | 30.5% |
| Return on Assets | 12.5% | 1.43% | 1.64% | 1.51% | 14.3% |
| Net Interest Margin | 12.5% | 3.68% | 4.23% | 3.58% | 0.0% |
| Efficiency Ratio | 12.5% | 52.5% | 47.5% | 51.00% | 14.4% |
| Non-Performing Assets | 12.5% | <0.50% | <0.10% | 0.09% | 18.7% |
| Loans-to-Deposits | 25.0% | 108% | 102% | 98% | 37.5% |
| Total | 100.0% | — | — | — | 115.4% (pool factor) |
2025 Long-Term Incentive Structure (granted Feb 2025)
- Mix: 65% performance-based restricted stock, 35% time-based restricted stock (3-year vest) .
- Performance Metrics (equal weighting): Total Shareholder Return (TSR), Return on Average Equity (ROE), Diluted EPS Change, measured vs a peer index; threshold 25th percentile, target 50th percentile, maximum 75th percentile; vesting Feb 15, 2028; payout 0–150% of target shares .
- Augustyn target performance award sized at 45% of 2025 base salary .
Equity Ownership & Alignment
Beneficial Ownership (as of March 17, 2025)
| Component | Shares | Notes |
|---|---|---|
| Total Beneficial Ownership | 32,196 | Less than 1% of shares outstanding |
| Restricted Stock (included above) | 12,887 | Unvested restricted shares |
| IRA (Mr. Augustyn) | 258 | Included in beneficial total |
| Spouse IRA | 268 | Included in beneficial total |
Outstanding Equity Awards (as of Dec 31, 2024)
| Award Type | Shares (Unearned) | Vesting Date | Market Value ($) |
|---|---|---|---|
| Time-based RS (grant prior to becoming NEO) | 4,800 | Dec 15, 2025 | $213,552 |
| Time-based RS (grant prior to becoming NEO) | 4,100 | Dec 14, 2026 | $182,409 |
| Vested in 2024 | 4,250 | Dec 16, 2024 | $209,313 |
Ownership Policies
- Stock ownership guidelines updated Oct 10, 2024: 2x base salary for named executive officers; attainment within five years from the later of Jan 1, 2025 or when subject to the guidelines; unvested restricted shares count toward compliance .
- Anti-hedging and anti-pledging: pledging requires prior approval from the Governance & Nominating Committee; hedging, short sales, and options on MBWM stock prohibited .
Employment Terms
| Term | Detail |
|---|---|
| Employment Agreement | Original effective Jan 1, 2017; amended and restated effective Jan 1, 2025 to align with other executive agreements . |
| Base Salary Setting | 2025 base salary $450,230; annual adjustments aligned to March 1 effective date for the 12-month cycle (pro-rated for 2025) . |
| Bonus Eligibility | Participates in Executive Officer Bonus Plan; 2024 payout $169,363 (40.3% of salary) . |
| Severance (general structure) | During employment period: if terminated without Cause or for Good Reason, receives base salary through end of employment period, continued benefits for 18 months, plus outplacement; structure referenced uniformly across executives . |
| Change-in-Control (CIC) Economics | Double-trigger: if terminated without Cause or for Good Reason within 24 months after a CIC, lump-sum payment equal to 100% of base salary (additional to severance) per 2025 amendments . |
| Equity Vesting on CIC | If awards not assumed/substituted, RSU awards vest 100% at CIC; if assumed, 100% vesting upon qualifying termination within one year after CIC; plan mechanics summarized company-wide . |
| Non-Compete/Non-Solicit | 18-month non-compete within 50-mile radius of any branch/office; confidentiality obligations and non-solicit provisions apply . |
| Clawback | Incentive compensation subject to recoupment in event of accounting restatement pursuant to MBWM Clawback Policy . |
| Deferred Compensation | Eligible for Nonqualified Deferred Compensation Plan #2 (effective Jan 1, 2025): may defer up to 80% of base salary and 100% of bonus; distributions on separation/death/disability; CIC is not a distributable event . |
| Prior Deferred Compensation (2024) | Executive contributions $228,005; above-market earnings $895; year-end balance $242,683 . |
Performance & Track Record
- Founding lending officer and successive leadership roles culminating in enterprise-wide oversight of commercial banking, indicating deep institutional knowledge and execution experience .
- 2024 operational performance: MBWM achieved 115.4% of targeted bonus metrics, with strong EPS ($5.29) and asset quality (NPAs at 0.09%) driving above-target payouts; Augustyn’s bonus equaled 40.3% of salary in line with plan mechanics .
- Long-term incentive design (2025 grants) places majority weighting on TSR, ROE, and EPS change against a peer index, enhancing strategic alignment with shareholder returns through multi-year performance cycles .
Investment Implications
- Pay-for-performance alignment: Augustyn’s variable pay is directly linked to EPS, ROA, efficiency, credit quality, and balance sheet mix, with 2024 results producing a 40.3% salary bonus; 2025 LTI emphasizes TSR/ROE/EPS against peer benchmarks, bolstering multi-year value creation incentives .
- Retention and selling pressure: Time-based RS vesting in Dec 2025 and Dec 2026 plus performance awards vesting in Feb 2028 suggest meaningful unvested equity, supporting retention; absence of options reduces near-term exercise-driven selling pressure . Anti-pledging/hedging constraints further mitigate misalignment risks .
- Ownership alignment: 32,196 shares beneficially owned (including 12,887 restricted shares) creates skin-in-the-game, though below 1% of outstanding; updated ownership guidelines require 2x salary, with a five-year compliance window and broad counting of shares (including unvested RS), easing compliance path .
- Contract economics: Double-trigger CIC payout at 1x base (plus severance) is moderate relative to peers, limiting parachute risk while providing stability through change events; robust clawback policy adds governance discipline . High say-on-pay support (96.1% in 2024) indicates shareholder acceptance of MBWM’s compensation framework .