Vickie Tomasello
About Vickie Tomasello
Executive Vice President and Chief Risk Officer at Northfield Bancorp (NFBK). Age 59; licensed Certified Public Accountant (NY). Joined Northfield Bank on August 28, 2023 after serving as First Senior Vice President and Chief Audit Officer at Lakeland Bank . Company performance context during her tenure: 2024 net income $29.945 million and diluted EPS $0.72; TSR (indexed to $100 as of 12/31/2019) at $83.83 vs KBW NASDAQ Bank Index at $132.60 .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lakeland Bank | First Senior Vice President & Chief Audit Officer | Not disclosed | Led internal audit/risk oversight, informing subsequent CRO responsibilities |
External Roles
No public company directorships or committee roles disclosed for Tomasello in the proxy filings .
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Salary ($) | $112,500 | $334,510 |
| Stock Awards ($) | $24,999 | $162,488 |
| Non-Equity Incentive ($) | — | $59,603 |
| All Other Compensation ($) | $5,484 | $21,355 |
| Total ($) | $142,983 | $577,956 |
| Base Salary Rates | Amount |
|---|---|
| Annual base salary at 12/31/2023 | $325,000 |
| Adjusted base effective ~3/1/2024 | $336,500 |
| Base salary effective 2/24/2025 | $355,000 |
| 2024 “All Other Compensation” Detail | Amount ($) |
|---|---|
| Employer contributions to qualified/nonqualified deferred compensation plans | $5,018 |
| Automobile | $11,700 |
| Other (spousal reimbursement, welfare benefits, cell/data) | $4,637 |
| Total | $21,355 |
Performance Compensation
| Cash Incentive Plan (2024) | Design |
|---|---|
| Eligibility & targets | Targeted at 40% of base salary (same level as EVP team) with individual risk/credit performance goals; no corporate EPS/loan/deposit goals applied to CRO |
| Plan grant sizing (non-equity) | Threshold $57,626; Target $115,251; Maximum $172,877 (1/26/2024 grant) |
| Actual payout | $59,603 for 2024 |
| Equity Incentives | Grant | Structure | Vesting | Sizing |
|---|---|---|---|---|
| Time-based RS (restricted stock) | 1/26/2024 | ~50% of total equity value | Pro-rata over three years, beginning one year from grant (starts 1/26/2025) | 6,104 shares at grant (part of total 12,208) |
| Performance RSUs (PSUs) | 1/26/2024 | ~50% of total equity value; performance metric = Core ROAA with peer modifier | Three-year cliff vest; payouts can be ±50% vs target depending on Core ROAA and peer percentile | Target 6,104; Threshold 3,052; Stretch 9,156; Maximum 11,445 |
| 2024 grant fair value | — | — | — | $162,488 (based on $13.31 stock price at grant) |
| 2025 awards policy update | — | NEO equity awards increased to ~55% of annual base salary; half PSUs tied to Core ROAA with ±50% band and peer modifier; half time-based RS, 3-year pro-rata vest |
Clawback: Incentive compensation (cash and equity) subject to clawback upon discovery of materially incorrect financial information or restatement .
Equity Ownership & Alignment
| Ownership Metric | Value |
|---|---|
| Beneficial ownership (shares) | 14,660; <1% of class |
| Unvested equity at 12/31/2024 | 12,208 shares (target level of RSUs), market value $141,857 at $11.62/share |
| Stock ownership guidelines (EVPs) | Required minimum Qualifying Shares equal to 2× base salary; directors/executives cannot sell unless compliant; all executives met requirements or are within five-year ramp as of 12/31/2024 |
| Hedging/Margin/Pledging policy | Prohibited for directors and executive officers; no short sales, derivatives, margin purchases, borrowing against accounts, or pledging NFBK stock |
Employment Terms
| Term | Details |
|---|---|
| Start date & role | Joined Northfield Bank on August 28, 2023 as EVP & Chief Risk Officer |
| Employment agreement | Initial 3-year term; auto-renews annually to maintain 3 years unless notice of non-renewal; agreements renewed effective January 1, 2025 |
| Severance multiples | For EVPs: 2× base salary and 2× average annual bonus/incentive for prior two years (lump sum) |
| Change-in-control | Double-trigger severance; prescribed health/life benefits; equity awards accelerate per plan terms; payments timed to comply with Section 409A; no tax gross-ups |
| Restrictive covenants | Non-compete and non-solicit for 1 year if receiving severance (2 years for CEO); geographic scope tied to office locations |
| Potential Payments (as of 12/31/2024) | Total ($) |
|---|---|
| Disability | $323,538 (includes salary continuation, accelerated equity vesting, health benefits) |
| Death | $496,805 (includes one year salary, accelerated equity vesting, health benefits) |
| Discharge Without Cause/Resignation With Good Reason — No Corporate Transaction | $721,194 (salary, bonus, health/life benefits) |
| Discharge Without Cause/Resignation With Good Reason — Corporate Transaction (Change in Control or Merger of Equals) | $863,051 (salary, bonus, accelerated equity vesting, health/life benefits) |
Compensation Structure Context
- Market benchmarking: Committee targets the 50th percentile for base salary and short-term incentives; uses Aon and peer proxy/survey data; peer group includes regional community banks (e.g., CNOB, LBAI, OCFC, PFS, UVSP) .
- Say-on-Pay: >95% approval in 2024, indicating shareholder support for executive pay practices .
- Options: Company did not grant options in 2024; Tomasello holds no stock options .
Investment Implications
- Alignment: Robust prohibitions on hedging/margin/pledging and stock ownership guidelines improve alignment and reduce forced-selling risk; Tomasello has 14,660 owned shares and 12,208 unvested shares that vest over time, which supports retention and alignment with performance .
- Performance linkage: Her equity is split between time-based RS and PSUs tied to Core ROAA with a peer modifier and ±50% payout band—directly linking pay to profitability and relative performance; cash incentives are tied to CRO-specific risk and credit objectives rather than growth metrics, aligning incentives with risk discipline .
- Retention economics: EVP severance at 2× salary plus 2× average bonus and accelerated vesting under change-in-control provides retention and continuity but is within market norms and uses double trigger with no tax gross-ups—balanced protection without shareholder-unfriendly features .
- Trading signals: Upcoming vesting cadence (time-based RS pro-rata over 2025–2027; PSUs cliff in 2027 based on Core ROAA) may create periodic selling windows for tax-liquidity, but the no-pledging policy and guidelines mitigate selling pressure risk; monitor Form 4 activity around vest dates and annual grant cycles (January) .
- Company performance backdrop: 2024 EPS $0.72 and net income $29.9M reflect a softer year vs 2022–2023; compensation design maintains pay-for-performance through PSUs and moderated cash payouts (2024 non-equity incentive $59.6K) .