Marisa Silverman
Executive Vice President, Chief Compliance Officer, General Counsel and Secretary at 
MEDALLION FINANCIAL
MEDALLION FINANCIALExecutive
About Marisa Silverman
Marisa T. Silverman is Executive Vice President, Chief Compliance Officer, General Counsel, and Secretary of Medallion Financial Corp. (MFIN). She joined Medallion in November 2004 as a Legal Intern, became Assistant General Counsel in September 2005, has served as General Counsel and Chief Compliance Officer since March 2015, was appointed Secretary in August 2019, and elevated to Executive Vice President in February 2023; she is 46 years old and holds a B.A. in political science from Bard College and a J.D. from St. John’s University School of Law . As Secretary, she oversees shareholder communications to the Board, underscoring her governance role in investor relations . Company performance during her tenure includes strong multi‑year net income and disclosed TSR outcomes as contextual indicators below .
Company performance context (FY, oldest → newest):
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Net Income ($USD) | $43,840,000 | $55,079,000 | $35,878,000 |
| TSR – Value of $100 Initial Investment | 152 | 218 | 147 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Medallion Financial Corp. | Legal Intern | Nov 2004 | Entry into Medallion’s legal function; foundation for internal progression |
| Medallion Financial Corp. | Assistant General Counsel | Sep 2005–Mar 2015 | Supported legal operations; contributed to internal compliance practices |
| Medallion Financial Corp. | General Counsel & Chief Compliance Officer | Mar 2015–present | Leads legal and compliance; oversight of regulatory posture and enterprise risk from compliance perspective |
| Medallion Financial Corp. | Secretary | Aug 2019–present | Coordinates shareholder communications to the Board; governance interface |
| Medallion Financial Corp. | Executive Vice President | Feb 2023–present | Expanded executive leadership scope across legal/compliance |
Fixed Compensation
- Silverman is not a named executive officer (NEO) in the 2025 proxy; detailed base salary and bonus disclosures are provided for NEOs only, not for other executive officers .
- Company-wide compensation practices emphasize base salary plus annual cash incentives and long-term equity awards; pay is benchmarked to a defined peer group and sized by role, experience, and performance .
Performance Compensation
Company executive incentive architecture (as applied to NEOs and guiding broader executives):
Annual Short-Term Incentive (STI) – 2024 corporate scorecard outcomes:
| Category | Metric | Threshold (50%) | Target (100%) | Stretch (200%) | Actual | % of Target Earned |
|---|---|---|---|---|---|---|
| Corporate | Net Income Attributable to Shareholders (in $MM) | $24.85 | $35.50 | $53.25 | $35.88 | 102.1% |
| Corporate | Diluted EPS | $1.00 | $1.43 | $2.15 | $1.52 | 112.5% |
| Corporate | ROE | 7.02% | 10.03% | 15.05% | 10.12% | 101.8% |
| Corporate | Asset Growth | 6.03% | 7.14% | 8.21% | 10.85% | 200.0% |
| Strategic | Medallion Portfolio Cash Received (in $MM) | $6.37 | $9.10 | $11.83 | $12.06 | 200.0% |
| Segment | Medallion Bank Total Net Income (in $MM) | $48.79 | $69.70 | $90.61 | $60.58 | 78.2% |
| Segment | Medallion Bank ROA | 2.43% | 3.04% | 3.65% | 2.52% | 57.4% |
Long-Term Incentive (LTI) – Performance Stock Units (PSUs) framework:
| Metric | Weight | Threshold | Target | Max | PSUs Earned (% of Target) |
|---|---|---|---|---|---|
| 3‑Year Cumulative Pre‑Tax Income (PTI) | 50% | $134,400k | $192,000k | $249,600k | 50–200% per metric |
| 3‑Year Average ROE | 50% | 7.70% | 11.00% | 14.30% | 50–200% per metric |
Vesting and dividends:
- Time-based restricted stock generally vests in equal one‑third annual installments; cash/stock dividends on restricted stock and dividend equivalents on PSUs accrue but are subject to the same vesting/forfeiture conditions as the underlying awards .
Governance and plan integrity:
- Awards are subject to an amended and restated compensation recoupment (clawback) policy aligned with SEC Rule 10D-1 and Nasdaq 5608; no restatements since adoption .
- No option/SAR repricing or cash buyouts without shareholder approval; dividends/dividend equivalents on unvested awards must vest with the award .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Stock Ownership Guidelines | Tier 3 executives (other executive officers not serving on the Board) must hold shares equal to 1x annual base salary; Tier 1 (CEO/President) 5x; Tier 2 (other NEOs) 2x . |
| Compliance Status | As of March 31, 2025, all officers and directors were in compliance with the stock ownership guidelines . |
| Insider Trading & Hedging | Policy prohibits short sales, margin purchases, and company‑based derivatives; restricts trading during blackout periods per Code of Ethical Conduct and Insider Trading Policy . |
| Pledging | No pledging practice is disclosed for Silverman; pledging is not described in the insider trading policy excerpts provided . |
Note: The proxy’s beneficial ownership table enumerates directors and NEOs; specific share counts for Silverman are not disclosed in that table –.
Employment Terms
- Officer role definitions: As Secretary, duties include maintaining minutes, ensuring proper notice, and stock certificate execution; responsibilities are codified in the Fourth Amended and Restated By‑Laws adopted October 24, 2025 .
- Employment agreements: The proxy describes detailed severance/change‑of‑control economics for NEOs; no separate individual employment agreement terms are disclosed for Silverman in the filing .
Investment Implications
- Alignment: Stock ownership guidelines (1x salary for Tier 3) and strict hedging prohibitions support alignment; company-wide clawback further strengthens accountability .
- Incentive design: Corporate STI metrics (Net Income, EPS, ROE, asset growth) and LTI PSUs tied to PTI/ROE suggest pay-for-performance rigor at the top team; similar principles likely inform broader executive incentives even if individual metrics for Silverman are not publicly itemized .
- Retention risk: Long tenure with progressive responsibilities (2004→2023 EVP) and governance centrality as Secretary indicate institutional embeddedness; however, absence of disclosed individual severance/change‑of‑control terms for Silverman limits visibility into retention economics vs. NEOs –.
- Equity supply and dilution: Share reserve increase under the 2018 Plan (proposed +2,000,000 shares) with projected total potential dilution ~18.20% and three‑year average burn rate 3.04% implies ongoing equity usage to retain and motivate key talent; this can be a mild overhang but aligns with industry norms per Board analysis .
- Governance signals: Say‑on‑pay support of 73.4% in 2024 suggests shareholder acceptance with room for engagement; presence of independent compensation advisor (Meridian) and defined peer group framework supports program credibility .