Bryan T. Booher
About Bryan T. Booher
Executive Vice President and Chief Risk Officer (CRO) of New Peoples Bank (NWPP) since 2020; age 54; prior leadership at Highlands Union Bank and BB&T. Company performance in 2024 improved with total shareholder return rising ~51.8% and net income up ~14.2% year over year, alongside reductions in nonaccrual loans to 0.50% of total loans and robust credit quality (ACL/nonaccruals 2.35x) . Booher is covered by a formal Insider Trading/Securities Trading Policy with pre-clearance, blackout windows, and prohibitions on hedging, short selling, and pledging Company stock .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| New Peoples Bank (NWPP) | Executive Vice President, Chief Risk Officer | 2020–present | Enterprise risk oversight across credit, compliance, cybersecurity; supports board committees' risk review |
| Highlands Union Bank | Interim President & CEO; Chief Risk Officer; EVP Operations & IT; Senior Lending Officer | 2004–2020 | Led risk, lending, and operations; interim chief executive role underscored leadership depth |
| BB&T | Various roles | 1992–2004 | Foundational experience in commercial banking and credit |
External Roles
No public company directorships or external board roles disclosed for Booher in NWPP filings .
Fixed Compensation
| Metric | 2021 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | 175,577 | 216,137 | 217,695 |
| Bonus ($) | 19,750 | 38,464 | 44,143 |
| Non-Equity Plan Compensation ($) | — | 8,300 | 28,289 |
| All Other Compensation ($) | 13,725 | 36,504 | 22,431 |
| Total ($) | 209,052 | 299,405 | 312,558 |
Notes:
- “Bonus” reflects cash awards under Profit Sharing and Senior Performance Bonus plans (annual, discretionary based on Bank performance) .
- “Non-Equity Plan Compensation” reflects Long-Term Cash Incentive Plan (cash-settled, EPS-based) .
Performance Compensation
| Incentive Type | Metric | Weighting | Target | Actual (2024) | Vesting/Settlement |
|---|---|---|---|---|---|
| Profit Sharing + Senior Performance Bonus (cash) | Budgeted net income (profit sharing); Bank operating or consolidated performance goals (senior bonus) | Not disclosed | Not disclosed | $43,643 paid in 2025 for 2024 performance | Annual cash bonus; discretionary based on meeting goals |
| Long-Term Cash Incentive Plan (cash-settled) | Quarterly EPS per notional share; administrator may adjust for unusual/infrequent items | Not disclosed | Not disclosed | $28,289 earned for 2024 | Vests 25% annually over 4 years; settled at earliest of separation, change-in-control, or 10-year anniversary; vested portions generally paid in three installments |
| LT Cash Award Size (Booher) | Notional shares granted | — | — | 100,000 notional shares (Feb 28, 2023 grant) | As above |
Program design:
- Senior Performance Bonus Plan (approved 2021) pays cash awards to senior officers based on Bank-level performance goals (annual accruals; $205,175 accrued for 2024, paid in 2025 across participants) .
- Bank-Wide Profit Sharing rewards employees when budgeted net income is met; pool adjusts for shortfalls (added back to net income until budget achieved) .
- Long-Term Cash Incentive Plan (effective Feb 27, 2023) is cash-only, not equity; awards determined by EPS × notional shares; explicitly “does not grant equity” or shareholder rights .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Beneficial ownership (shares) | 0 shares as of March 26, 2025 |
| Ownership as % of shares outstanding | 0.00% (23,615,747 shares outstanding) |
| Vested vs unvested shares | Not applicable (no equity grants; LT plan is cash-settled) |
| Options (exercisable/unexercisable) | None disclosed; Company does not currently grant equity under LT plan |
| Pledging/Hedging | Prohibited by Insider Trading/Securities Trading Policy (no hedging, short sales, or pledging) |
| Ownership guidelines | Not disclosed in proxy; no stated salary-multiple requirement |
Implications: Booher has no direct equity ownership; alignment to shareholder outcomes is via EPS-linked cash plan and corporate policies eliminating hedging/pledging risks .
Employment Terms
| Term Element | Disclosure |
|---|---|
| Employment Agreement | Effective Oct 27, 2023; initial term through Dec 31, 2024; auto-renews for 1-year periods unless 90 days’ prior non-renewal notice |
| Base Salary in Agreement | $210,000, subject to periodic performance-based adjustment |
| Severance (no change-in-control) | If terminated without Cause or agreement not renewed (or employee terminates for Company breach): salary for 182 days (≈6 months) plus COBRA premiums if elected |
| Severance (within 12 months after change-in-control) | Salary for 364 days (≈12 months) plus COBRA premiums if elected |
| Trigger Type | Termination or non-renewal required; enhanced severance if within 12 months post-change-in-control (double-trigger economics) |
| Covenants | Confidentiality, non-competition, and non-solicitation; customary restrictive covenants |
Compensation Committee, Benchmarking, and Say‑on‑Pay
- Compensation Committee: chaired by John D. Cox; members serve across Company/Bank committees; Compensation Committee held four meetings in 2024; CEO provides input but does not set his own pay .
- Benchmarking: Base salaries benchmarked using Virginia Bankers Association Salary Survey; subjective evaluation across strategic and operating metrics (asset quality, efficiency, capital, deposits, compliance, earnings) .
- Say‑on‑Pay: ~99% approval in 2024; prior shareholder support also high (e.g., ~98% at 2021 meeting) .
Performance & Track Record (Company context relevant to CRO)
| Metric | 2023 | 2024 |
|---|---|---|
| Net Income ($000s) | 7,184 | 8,204 |
| Total Shareholder Return (Value of $100) | $107.13 | $162.67 |
| Nonaccrual Loans / Total Loans | 0.55% | 0.50% |
| ACL / Total Loans | 1.14% | 1.17% |
| ACL / Nonaccruals (x) | 2.05x | 2.35x |
Operational highlights:
- Loans grew to $657.5M (up 3.0% YoY), with commercial/commercial real estate expansion; deposits up 4.7% to $750.0M; net interest margin 3.47% (down 20 bps) amid higher funding costs .
- Core system conversion planned for Q4 2025 (termination charges recognized); continued emphasis on cybersecurity risk management and incident response frameworks under CRO oversight .
Investment Implications
- Pay-for-performance alignment: Booher’s incentives are tied to Bank-level performance (profit sharing/senior bonus) and EPS via long-term cash plan, with multi-year vesting and no equity dilution—supporting retention and alignment to earnings quality rather than near-term stock price moves .
- Insider selling pressure: None—Booher holds no shares; corporate policies prohibit hedging/pledging, reducing misalignment risks and collateral-driven sell pressure .
- Retention and change‑in‑control economics: Double-trigger severance (6–12 months salary and COBRA) moderates retention risk without excessive parachute costs; covenants (non-compete/non-solicit) protect franchise value during transitions .
- Execution risk: Core system conversion and ongoing cybersecurity threat environment elevate operational risk—CRO oversight and robust programs mitigate but do not eliminate incident and conversion risks; monitor efficiency and credit metrics through 2025 .
- Governance/comp oversight: Strong shareholder support (~99% say‑on‑pay) and committee processes anchored in banking benchmarks suggest controlled pay inflation; continued use of survey data and discretionary bonuses warrants scrutiny for transparency of targets .