Kyle P. Kane
Northwest BancsharesAbout Kyle P. Kane
Kyle P. Kane is Executive Vice President and Chief People Officer of Northwest Bancshares, Inc. (NWBI), employed since January 2021. He previously served as Vice President, Global Human Resources at Diebold Nixdorf (2014–2020) and Senior Vice President of HR, Global Business Services at Fidelity Investments. He is a Trustee at Marburn Academy. Kane holds a Marketing degree from Stonehill College and is a graduate of the University of Wisconsin–Madison Graduate School of Banking . Company performance context: 2024 adjusted ROAA was 0.92%, adjusted ROAE 8.49%, with 1.4% deposit growth and commercial loans reaching $2.0B (+$350M YoY), while reported net income was $100.3M (diluted EPS $0.79) and adjusted net income $132.8M (EPS $1.04) . The 2024 say‑on‑pay vote approval exceeded 96% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Diebold Nixdorf | Vice President, Global Human Resources | 2014–2020 | Led global HR; experience in large-scale workforce and transformation initiatives |
| Fidelity Investments | Senior Vice President of HR, Global Business Services | Not disclosed | Executive HR leadership in GBS; large enterprise HR operations and services |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Marburn Academy (New Albany, OH) | Trustee | Not disclosed | Nonprofit governance; community education engagement |
Fixed Compensation
Not disclosed for Kyle P. Kane. The proxy’s compensation tables cover NEOs (CEO, CFO, COO, CRO, CCO, CIO) and do not include the Chief People Officer .
Program design context:
- Base salaries are set with market benchmarking (Pearl Meyer, McLagan), merit/performance reviews, and internal equity .
- 2024 NEO base salary adjustments (illustrative for program design): CEO +6% to $874,470; CRO +6% to $589,860; CIO +6% to $405,794, etc. (NEO examples) .
Performance Compensation
Not disclosed for Kyle P. Kane specifically. Below are the executive incentive structures and 2024 outcomes that govern NEO incentive funding:
Short-term Incentives (Management Bonus Plan)
| Metric | Weight | Threshold (50% funded) | Target (100% funded) | Max (150% funded) | Actual Adj. Result | % of Target | Weighted % Payout |
|---|---|---|---|---|---|---|---|
| Adjusted ROAA | 40% | 0.74% | 0.87% | 1.10% | 0.92% | 110.90% | 44.36% |
| Adjusted ROAE | 30% | 6.97% | 8.20% | 10.66% | 8.49% | 105.90% | 31.77% |
| Efficiency Ratio (non‑GAAP) | 15% | 67.50% | 65.00% | 60.00% | 64.11% | 108.90% | 16.34% |
| Loan Growth | 15% | 3.23% | 4.62% | 6.00% | (1.39)% | — | — |
Notes:
- Threshold gate: net charge-offs ≤0.50% and total loan delinquency ≤3.00% must be met for any payout consideration .
- Compensation Committee funded plan at 100% of target (discretion) despite loan growth miss, citing strategic mix shift to commercial and above-budget adjusted net income (+$4M) .
Long-term Incentives (PSUs/RSUs)
| Award Type | Weighting | Design |
|---|---|---|
| PSUs | ~50% (CEO heavier at 55%) | 3-year cliff vest; payout 0–150% based on Relative Core ROAA vs KRX peers (25th/50th/75th percentile = 50%/100%/150%) |
| RSUs | ~50% (CEO ~45%) | 3-year ratable vesting (equal installments on the first three anniversaries) |
Clawback:
- Equity awards under 2018/2022 plans and company clawback policy (SEC/Nasdaq Rule 10D‑1) subject to recoupment for restatements or erroneous incentive-based pay .
Equity Ownership & Alignment
- Stock ownership guidelines: CEO 3x base salary; other NEOs 1x base salary; directors 5x annual cash retainer; 5-year phase in; RSUs count, PSUs/options do not; noncompliant executives must retain 100% of net shares until met .
- Compliance: “All NEOs currently meet the stock ownership requirements” (Kyle Kane is not identified as an NEO; his compliance status is not disclosed) .
- Pledging/hedging: Prohibited; none of the directors or executive officers had shares pledged as of Feb 18, 2025 .
Beneficial ownership and insider activity:
- Kyle P. Kane’s specific beneficial ownership and Form 4 activity were not found in the proxy; our document search did not return Form 4s for NWBI in the covered period . No pledging allowed by policy .
Employment Terms
- Employment agreements disclosed for CEO (Torchio) and CFO (Schosser) with 3× salary+bonus severance and 12‑month non‑compete post‑termination across NWBI states; change‑in‑control agreements disclosed for CRO/CCO/CIO (2–3× multiples). No employment or change‑in‑control agreement disclosure for Kyle P. Kane .
- Clawback and insider trading policies are in effect company‑wide .
Compensation Committee Analysis
- Compensation Committee members (2024): Hunter (Chair), Campana, Davis, Tullio, Vegas .
- Independent consultant: Pearl Meyer; $93,000 in 2024 fees; peer benchmarking (assets 50–200% of NWBI); survey data from McLagan .
- Chief People Officer’s role in director compensation: Board determines director pay using market information provided by the Chief People Officer alongside Pearl Meyer input .
Say‑on‑Pay & Peer Group
- Say‑on‑pay approval: >96% at 2024 annual meeting; annual frequency affirmed .
- 2024 compensation peer group includes 17 regional banks (e.g., AUB, FFBC, FRME, WSFS, WSBC, CBU, PRK, FCF, STBA, etc.) .
Performance & Track Record (Company Context)
| Measure | 2024 Outcome |
|---|---|
| Adjusted ROAA | 0.92% |
| Adjusted ROAE | 8.49% |
| Efficiency Ratio (non‑GAAP) | 64.11% |
| Deposits | $12.14B; +1.4% YoY; low uninsured base (<25%; 12% ex intercompany/collateralized) |
| Commercial Loans | $2.0B; +$350M YoY (+21%) |
| Reported Net Income | $100.3M; EPS $0.79 |
| Adjusted Net Income | $132.8M; EPS $1.04 |
Pay versus performance (company-level):
- Cumulative TSR (value of $100): $108.85 in 2024 (company) vs $141.59 for peer index (Nasdaq Bank Index) .
Risk Indicators & Red Flags
- Hedging/pledging: Prohibited; none pledged by directors/executive officers as of Feb 18, 2025 .
- Option repricing and tax gross‑ups: Not permitted; no tax gross‑ups .
- Clawback: Implemented per SEC/Nasdaq .
- Related party loans: Routine banking relationships disclosed for certain directors, reviewed for independence; no adverse findings for compensation committee members beyond ordinary‑course credit .
Investment Implications
- Alignment: Executive incentives emphasize ROAA/ROAE/Efficiency and 3‑year Relative Core ROAA (PSUs), which ties management pay to profitability and peer-relative efficiency; strict no‑pledge/hedge policy reduces alignment risk .
- Retention risk: No employment/change‑in‑control agreement disclosure for the Chief People Officer suggests fewer contractual protections versus NEOs; however, overall pay governance and high say‑on‑pay approval indicate shareholder‑aligned practices .
- Trading signals: No Form 4 data found for Kyle P. Kane; absence of pledging and clawback enforcement reduce negative signals; monitor future proxies/8‑Ks for any contract or award changes .