Laura Capra
About Laura Capra
Executive Vice President and Head of Retail Banking at Metropolitan Commercial Bank (MCB) since 2012; age 57; attended Middlesex County College. Prior roles include Senior Vice President, District Executive at Sovereign/Santander Bank (2006–2012) and earlier years at Independence Community Bank; current remit spans retail network leadership, deposit growth, profitability, operational efficiency, and customer experience . Short‑term incentives are tied to adjusted Net Income growth and adjusted ROATCE plus business-line goals; in 2024 her corporate scorecard paid at Target and business performance above Target .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Metropolitan Commercial Bank | EVP & Head of Retail Banking | 2012–Present | Leads retail network; strategies to achieve deposit growth, improved profitability, operational efficiency; best‑in‑class customer experience |
| Sovereign/Santander Bank | SVP, District Executive | 2006–2012 | Managed retail banking district; commercial and retail execution |
| Independence Community Bank | Various roles (early career) | Not disclosed | Spearheaded expansion of retail banking network throughout Manhattan |
External Roles
- No external public company directorships or committee roles disclosed .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 373,161 | 388,088 | 407,492 |
| Target AIP Bonus (% of Salary) | Not disclosed | 100% (Target $388,088) | 100% |
| Actual Cash Bonus Paid ($) | 123,610 | 116,426 | 105,693 |
Performance Compensation
Annual Incentive Plan (AIP) – 2024
Payable 25% cash / 75% RSUs; RSUs vest in three equal annual installments beginning ~one year after grant .
| Component / Metric | Weighting | Threshold ($) | Target ($) | Maximum ($) | Outcome | Payout ($) | Vesting |
|---|---|---|---|---|---|---|---|
| Corporate Performance (Adjusted Net Income Growth; Adjusted ROATCE) | 50% | 101,873 | 203,746 | 203,746 | Target | 203,746 | 25% cash / 75% RSUs, 3‑year ratable |
| Business Performance (Retail goals incl. deposits, customer satisfaction, audits, regulatory) | 50% | 81,498 | 203,746 | 285,245 | Above Target | 219,027 | 25% cash / 75% RSUs, 3‑year ratable |
| Total AIP | — | 183,372 | 407,492 | 488,991 | — | 422,773 | 25% cash / 75% RSUs, 3‑year ratable |
Corporate scorecard metrics set by the Compensation Committee: Adjusted Net Income Growth Target 11% and Adjusted ROATCE Target 10%; maximum earnout capped at target for corporate component .
Annual Incentive Plan (AIP) – 2023
Payable 25% cash / 75% RSUs; RSUs vest in three equal annual installments beginning ~one year after grant .
| Metric | Threshold ($) | Target ($) | Maximum ($) | Outcome | Payout ($) | Vesting |
|---|---|---|---|---|---|---|
| Annual Net Income Growth (8%–12%) | 46,645 | 97,022 | 145,533 | Target | 97,022 | 25% cash / 75% RSUs |
| ROATCE (15.0%–15.6% dependent on Net Income range) | 46,645 | 97,022 | 145,533 | Target | 97,022 | 25% cash / 75% RSUs |
| Net Deposit Growth of $250MM ($50MM DDA/$200MM money market interest bearing) | 48,511 | 97,022 | 145,533 | Maximum | 145,533 | 25% cash / 75% RSUs |
| Maintains high level of customer service satisfaction | 19,404 | 38,809 | 58,213 | Maximum | 58,213 | 25% cash / 75% RSUs |
| Assist in increasing lending deposit relationships | 9,702 | 19,404 | 29,107 | Maximum | 29,107 | 25% cash / 75% RSUs |
| Satisfactory retail audit reports | NA | 19,404 | 19,404 | Maximum | 19,404 | 25% cash / 75% RSUs |
| Satisfactory retail regulatory reports | NA | 19,404 | 19,404 | Maximum | 19,404 | 25% cash / 75% RSUs |
| Total | 170,907 | 388,088 | 562,727 | — | 465,705 | 25% cash / 75% RSUs |
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of 4/3/2025) | 38,044 shares; <1% of 11,066,234 outstanding |
| Stock Ownership Guidelines (Execs) | Other NEOs: 3x annual base salary; CEO: 6x; other execs: 1x |
| Hedging / Pledging | Hedging prohibited; margin accounts prohibited; broader insider trading restrictions; pledging requires Board approval (noted for directors; executives subject to similar prohibitions) |
| Options Outstanding | None; no unexercised stock options for NEOs as of 12/31/2024 |
Outstanding unvested RSUs (12/31/2024):
- 3/1/2024 grant: 8,492 RSUs; fair value $495,933; vest in 3 equal annual installments beginning 3/1/2025 .
- 3/1/2023 grant: 4,416 RSUs; fair value $257,894; vest in 3 equal annual installments beginning 3/1/2024 .
- 2/23/2022 grant: 1,205 RSUs; fair value $70,372; vest in 3 equal annual installments beginning 3/1/2023 .
Prior year unvested RSUs (12/29/2023):
- 3/1/2023 grant: 6,624 RSUs; fair value $366,837; vest in 3 equal annual installments beginning 3/1/2024 .
- 2/23/2022 grant: 2,411 RSUs; fair value $133,521; vest in 3 equal annual installments beginning 3/1/2023 .
- 2/23/2021 grant: 2,365 RSUs; fair value $130,974; vest in 3 equal annual installments beginning 3/1/2022 .
Vesting cadence and potential selling pressure:
- Material vesting dates cluster around March 1 each year (2025–2027), with 2024 grants vesting ratably from 3/1/2025 and 2023 grants vesting from 3/1/2024 .
Employment Terms
| Provision | Terms |
|---|---|
| Change‑in‑Control Agreement | Qualifying termination within 12 months post‑CoC for reasons other than good cause → payment equal to annual base cash compensation (single‑trigger payment upon qualifying termination; plan features state double‑trigger for equity vesting) . |
| CIC Cash Severance (illustrative) | 2024 proxy estimated: $400,000 cash; restricted stock vesting $668,838 . 2025 proxy updated: $407,492 cash; restricted stock vesting $824,199 . |
| Termination Without Cause/Good Reason (general table) | Estimated: $407,492 cash and $824,199 vesting value as of 12/31/2024 . |
| Disability / Death | Estimated: $407,492 cash; restricted stock vesting $824,199 (2025 table) . |
| Clawback Policy | Three‑year lookback for incentive‑based compensation in the event of an accounting restatement, adopted 9/26/2023 per SEC/NYSE rules . |
| Insider Trading Policy | Prohibits hedging, short‑term trading, short sales, margin accounts, and derivative transactions; Rule 10b5‑1 plans must be pre‑approved . |
Notes:
- Payments may be reduced to avoid Section 280G excise tax penalties .
- Amended Equity Incentive Plan prohibits option repricing and uses a double‑trigger for change‑in‑control equity acceleration; minimum one‑year vesting for ≥95% of awards .
Compensation Structure Analysis
- Mix and pay‑for‑performance: For 2024, corporate metrics paid at Target and business goals above Target; payout structure remains 75% equity / 25% cash, reinforcing at‑risk alignment with multi‑year vesting .
- Metrics rigor: Corporate maximum earnout capped at Target, limiting windfall payouts; corporate metrics based on adjusted Net Income growth and adjusted ROATCE connected to strategic plan and transformation/exit adjustments .
- Equity design: No options outstanding; awards are RSUs with one‑year minimum vesting and double‑trigger CIC protection; no option repricing allowed—strong governance guardrails .
Compensation Committee & Peer Group
- Committee: Oversight of CEO and executive compensation; uses independent compensation consultant for equity grant practices .
- 2024 peer group reconstituted post‑payments exit to align with regional/commercial banks; added Blue Foundry (BLFY), Dime Community (DCOM), NB Bancorp (NBBK), among others; decisions are guided by peer/market data but not fixed percentile targets .
Investment Implications
- Alignment: High proportion of equity-based pay with multi‑year RSU vesting and strict hedging/pledging prohibitions supports long‑term alignment; ownership guidelines at 3x salary increase skin‑in‑the‑game expectations .
- Supply overhang / selling pressure: RSU vesting clusters on March 1 annually (2025–2027) from 2024 and 2023 grants, potentially creating predictable liquidity events; monitor Form 4 activity around these dates .
- Retention risk: CIC economics are modest (≈1× base salary) and clawback applies; equity features require double‑trigger for acceleration, reducing parachute inflation risk .
- Performance levers: AIP metrics hinge on adjusted Net Income growth, adjusted ROATCE, and retail deposit growth/service KPIs; her 2024 above‑target business performance underscores execution on deposit/customer goals—continued success here will drive RSU vesting value and future AIP payouts .