Jonathan Logan
About Jonathan T. Logan
Jonathan T. Logan, age 41, was appointed Chief Accounting Officer (CAO) of MVB Financial Corp. and MVB Bank effective July 14, 2025; he is a Certified Public Accountant with a B.S. in accounting from Susquehanna University . Prior to joining MVB, Logan served as EVP & CFO of William Penn Bank (2020–2025) and Corporate Controller at Beneficial Bank (acquired by WSFS Financial) (2011–2019), following earlier experience as an Assurance manager serving financial services clients . He enters MVB amid a compensation framework emphasizing pay-for-performance against financial measures (EPS, TBV growth, ROA, TSR, credit metrics) and a culture of annual say‑on‑pay engagement . The company’s recent performance context includes 2024 basic EPS of $1.56, net income of $20.245 million, and a 2024 TSR value of $94.69 on an initial $100 investment; three‑year TSR (2022–2024) ranked 3rd percentile with no payout for 2021–23 or 2022–24 PSUs, underscoring a heightened focus on long‑term value creation .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| William Penn Bank | Executive Vice President & Chief Financial Officer | 2020–2025 | Oversaw all financial, accounting, and regulatory matters |
| Beneficial Bank (acquired by WSFS Financial) | Corporate Controller | 2011–2019 | Oversaw internal and external financial, regulatory, and accounting matters |
| Assurance (professional services) | Manager (Assurance) | Pre‑2011 | Managed assurance engagements for financial services and other industries |
Fixed Compensation
- Logan’s CAO base salary, target bonus %, and actual bonus for 2025 have not been disclosed in filings to date; MVB did not increase target compensation opportunities for NEOs in 2025, maintaining alignment with cost control .
- MVB’s stock ownership guidelines require designated executives to hold stock equal to 1x annual base salary within five years of hire or promotion .
Performance Compensation
- Annual incentive design: MVB’s bonus scorecard emphasizes financial outcomes; 2025 refined metrics by replacing Total Core Deposit Growth with Total Loan Growth while maintaining focus on EPS, ROA, credit quality, and TSR .
- 2024 annual incentive outcomes (for NEO program calibration): overall plan payout was 102.67% of target, with metric-specific realized payouts driven by EPS, efficiency, deposits, and credit quality .
| 2024 Annual Incentive Metric | Payout vs Target |
|---|---|
| Earnings Per Share | 86% of target |
| Total Noninterest Expense | 128% of target |
| Total Core Deposits | 0% of target |
| Charge‑Offs/Total Loans | 200% of target |
| Overall Plan Payout | 102.67% of target |
- Long-term incentives (PSUs and RSUs): Executives receive 50% time-based RSUs (3‑year graded vesting) and 50% PSUs (EPS and TBV over 3 years, modified by relative TSR) .
| 2024–2026 PSU Design | Below Threshold | Threshold | Target | Maximum |
|---|---|---|---|---|
| Cumulative TBV (Weight 50%) | < $74.25 | $74.25 | $80.15 | $87.15 |
| Cumulative EPS (Weight 50%) | < $5.75 | $5.75 | $6.21 | $6.69 |
| Percent of Target LTI Award | 0% | 0% | 100% | 200% |
| Relative TSR Ranking | < 25th pct | < 25th pct | < 50th pct | < 75th pct |
| TSR Modifier | 0.80 | 0.80 | 1.00 | 1.20 (capped ≤200% overall) |
- Recent PSU realizations: Performance-based RSUs for periods 2021–2023 and 2022–2024 paid 0% based on below-threshold TBV and relative TSR results (3‑year average TBV $22.02 vs $29.00 threshold; 3‑year TSR −44.2%, 3rd percentile) .
Equity Ownership & Alignment
| Title of Security | Amount of Securities Beneficially Owned | Ownership Form |
|---|---|---|
| Common Stock | 0 | Direct (D) |
- Stock ownership guidelines: CEO 3x base salary; designated executives 1x base salary; directors 10x annual cash retainer; executives have 5 years to comply; equity counted includes outright/family/trust/time‑based restricted stock; stock options and unearned PSUs do not count .
- Pledging/hedging: No pledging disclosures identified for Logan in appointment filings; Form 3 indicates initial holdings of 0 shares at appointment .
| Stock Ownership Guidelines | Requirement | Compliance Timeframe | What Counts / Exclusions |
|---|---|---|---|
| CEO | 3x base salary | 5 years (execs) | Counts: owned, trust, immediate family, time-based RSUs; Excludes: options, unearned PSUs |
| Designated Executives | 1x base salary | 5 years | Same as above |
| Directors | 10x annual cash retainer | 3 years | Same as above |
Employment Terms
- Appointment: Boards of the Company and Bank appointed Jonathan T. Logan as CAO effective July 14, 2025 .
- Background and independence: No family relationships with directors/executives and no related‑party interests requiring disclosure under Item 404(a) were indicated .
- Contract, severance, CoC: Logan’s specific employment agreement, severance, or change‑of‑control terms were not detailed in the July 11, 2025 8‑K; by contrast, the filing disclosed terms for the CFO appointment and the prior President/CFO transition agreement, underscoring the company’s standard practice to file material agreements when applicable .
Compensation Peer Group (Benchmarking context)
- MVB references a small‑cap bank peer set in its compensation program; representative peers include Byline Bancorp, Live Oak Bancshares, Heritage Commerce, Metropolitan Bank Holding, National Bank Holdings, Pathward Financial, and others .
Expertise & Qualifications
- CPA credential; B.S. in accounting (Susquehanna University); extensive banking finance leadership across CFO, controller, and assurance roles .
- Scope at MVB: CAO role supports financial organization strengthening alongside new CFO appointment during 2025 leadership transitions .
Investment Implications
- Alignment and retention: Initial ownership at 0 shares highlights near‑term alignment ramp; stock ownership guidelines (1x salary for executives within five years) should push accumulation of stock or RSUs over time .
- Incentive levers: Annual bonuses and PSUs emphasize EPS, efficiency (noninterest expense), credit quality, TBV, and relative TSR; execution on loan growth (2025 metric update) and disciplined credit/expense management are likely to influence payouts and insider sentiment .
- Trading signals: Monitor Form 4 filings for initial RSU grants or open‑market purchases by Logan, and progress toward ownership guideline compliance; watch PSU calibrations vs three‑year TBV/EPS/TSR thresholds that have driven recent zero payouts, a potential catalyst if performance inflects .
- Governance comfort: No related‑party ties disclosed; compensation oversight led by independent directors with annual say‑on‑pay engagement, supporting a shareholder‑aligned framework as Logan integrates into MVB’s finance leadership .