JP Lapointe
About JP Lapointe
JP Lapointe, age 42, is Executive Vice President and Chief Financial Officer of NB Bancorp, Inc. and Needham Bank, a role he has held since February 1, 2024; he is a Certified Public Accountant with Bachelor’s and Master’s degrees in Accounting and prior experience as CFO of Northeast Bank and Senior Audit Manager at Wolf & Company . The company’s proxy identifies Lapointe among the named executive officers and outlines anti-hedging/anti-pledging and clawback policies that shape incentive alignment and risk controls . Performance metrics linked to incentives include individual-performance driven cash bonuses and LTIP earnings based on tangible capital/book value growth, with equity ownership guidelines requiring NEOs to hold 3x base salary over a five-year compliance window with a one-year holding period on 50% of vested shares .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Northeast Bank | Chief Financial Officer | 2017–2024 | Public bank CFO overseeing finance at a ~$3B asset institution |
| Wolf & Company, P.C. | Senior Audit Manager | 2004–2017 | Led external and internal audit for financial institutions, building controls and reporting expertise |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Financial Managers Society (FMS) – Boston Chapter | President/Officer | Not disclosed | Professional leadership in banking finance community |
Fixed Compensation
2024 reported compensation for JP Lapointe (as disclosed in NB Bancorp’s 2025 proxy):
| Component | 2024 Amount (USD) |
|---|---|
| Salary | $320,833 |
| All Other Compensation (Employer 401(k) contributions) | $16,154 |
Notes:
- The bonus column ($345,000) is handled under Performance Compensation and includes a $100,000 signing bonus paid at commencement .
Performance Compensation
| Metric | Weighting | Target | Actual/Payout | Vesting |
|---|---|---|---|---|
| Cash Bonus (management bonus policy; primarily individual performance) | Not disclosed | Not disclosed | $345,000; includes $100,000 signing bonus | Cash, paid; no vesting |
| Non-Equity Incentive Plan Compensation (LTIP/other non-equity) | Not disclosed | Not disclosed | $213,053 (company-reported “Non-equity Incentive Plan Compensation”) | LTIP awards typically 3-year cliff; paid within 75 days of vesting |
| LTIP “earnings on previous grants” (component detail) | Not disclosed | Not disclosed | $13,053 (subset of LTIP earnings within 2024 amounts) | LTIP awards vest after 3 years; accelerations on CIC/death/disability/qualifying separation |
Program mechanics and metrics:
- Bonus Policy: Discretionary framework with targeted % of base salary; primary driver is individual performance; committee uses quantitative and qualitative inputs; 2024 bonuses determined per policy .
- LTIP: Awards based on employee and bank performance; payout equals original award plus credits for appreciation in tangible book value; standard 3-year cliff vest; acceleration upon change in control/death/disability/involuntary separation; retirement vesting after service/age thresholds .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (as of Feb 28, 2025) | 7,620 shares; includes 3,420 via 401(k) |
| Shares Outstanding (record date) | 41,842,641 |
| Ownership % of Shares Outstanding | ~0.018% (7,620 / 41,842,641) |
| Stock Ownership Guidelines (NEOs) | 3x base salary; 5 years to comply (from Jan 2025 or NEO start); 1-year holding period for 50% of vested shares until compliant |
| Hedging & Pledging | Hedging and pledging prohibited; Board may approve non-margin pledging in limited cases; no exceptions approved |
| Clawback Policy | Compliant with SEC Rule 10D-1 and Nasdaq Listing Rule 5608; mandates recoupment upon accounting restatements; no indemnification for loss of clawed-back pay |
| Options | Company disclosed no stock option grants to executive officers in 2024 |
Employment Terms
| Provision | Key Terms |
|---|---|
| Role & Start Date | EVP & CFO effective February 1, 2024 |
| Change-in-Control (CIC) Agreement Term | 18 months; auto-renews annually to remain 18 months; extends to no less than 18 months post-CIC |
| Triggers | Double-trigger: termination without cause or resignation for Good Reason within 1 year following a CIC and during the agreement term |
| Severance Multiple | 1.5x annual base salary + annual incentive bonus at target opportunity (lump sum) |
| COBRA | Monthly cash payment equal to employer contributions for health/dental for up to 18 months (or COBRA period, earlier) |
| Good Reason (examples) | Material adverse change in duties/reporting; reduction in base salary/bonus opportunity/fringe benefits; relocation >25 miles; failure to assume agreement by successor; with notice/cure process |
| 280G/4999 Treatment | Cutback to avoid Excise Tax where beneficial on an after-tax basis (no gross-up) |
| Regulatory Constraints | FDIC 18(k) compliance; arbitration for disputes; confidentiality protections |
Equity awards under the 2025 Equity Plan (if/when granted):
- CIC Treatment: On involuntary termination at/after CIC, options fully exercisable (1-year post-termination window), RSAs/RSUs fully vest, performance awards vest at target or annualized actual; underwater options may be canceled without payment in certain M&A scenarios . Repricing and cash buy-outs of underwater options prohibited without shareholder approval .
Compensation Peer Group (for benchmarking context)
Peer set used in 2024: Amalgamated Financial, Brookline Bancorp, Camden National, ConnectOne Bancorp, Enterprise Bancorp, Financial Institutions, Flushing Financial, HarborOne Bancorp, Hingham Institution for Savings, Kearny Financial, Metropolitan Bank Holding, Northfield Bancorp, Peapack-Gladstone Financial, The First of Long Island, Tompkins Financial, TrustCo Bank Corp NY, Washington Trust Bancorp .
Investment Implications
- Pay-for-performance alignment: Lapointe’s 2024 incentive mix leans into discretionary cash bonus tied to individual performance and LTIP formula credits linked to tangible capital/book value growth, with a 3-year cliff on new grants that defers monetization and reduces near-term selling pressure .
- Retention/transition economics: CIC agreement is shareholder-friendly double-trigger with 1.5x salary+target bonus and COBRA payments, plus a 280G cutback instead of tax gross-ups; arbitration and FDIC compliance further constrain payouts, lowering parachute risk inflation .
- Alignment safeguards: Strong anti-hedging/anti-pledging policy with no exceptions approved, annual clawback compliance, and stock ownership guidelines (3x salary; 5-year horizon, 1-year holding on 50% vested) collectively limit misalignment and opportunistic trading, supporting longer-term equity retention .
- Ownership signal: As of Feb 28, 2025, Lapointe holds 7,620 shares (~0.018% of outstanding), including 401(k) holdings; while small, guidelines require building toward 3x salary over five years, implying ongoing accumulation or equity grants to meet thresholds .
- Option risk: No options were granted to executive officers in 2024 and the 2025 plan prohibits repricing without shareholder approval; underwater options can be canceled in certain transactions, reducing potential for value transfer via repricing and signaling discipline on equity risk .