César A. Ortiz
About César A. Ortiz
César A. Ortiz, CPA, Esq., is OFG’s Chief Risk Officer (appointed May 2023), responsible for enterprise risk management and information/physical security; he previously led Retail Channel Business Development starting March 2022 and held roles including Director of Corporate Performance, Director of Commercial Credit and Operations, Chief Risk Officer, Chief Accounting Officer and Controller . He is age 50 in the 2025 proxy (was 49 in 2024), holds a BBA from the University of Puerto Rico, an MBA from MIT Sloan, and a J.D. from Interamerican University . Company performance scorecards used for incentive pay achieved 127.09% of target in 2023 and 102.34% in 2024; Ortiz’s bonus performance scores were 143.49 (2023) and 112.11 (2024) reflecting corporate and business unit results .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| OFG | Chief Risk Officer | Appointed May 2023 – present | Leads enterprise risk, information and physical security |
| OFG | Managing Director, Retail Channel Business Development | Mar 2022 – May 2023 | Grew retail commercial and consumer loan portfolios |
| OFG | Director of Corporate Performance | — | Corporate performance oversight |
| OFG | Director of Commercial Credit and Operations | — | Commercial credit and operations leadership |
| OFG | Chief Accounting Officer | — | Accounting leadership |
| OFG | Controller | — | Financial controls and reporting |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Doral Financial Corporation | Chief Accounting Officer and Controller | — | Corporate accounting leadership |
| PricewaterhouseCoopers LLP | Senior Manager | — | Audit/consulting in financial services |
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Base Salary ($) | 273,807 | 292,442 | 330,000 |
| Target Bonus % | — | 40% | 50% |
| Target Bonus ($) | — | 118,368 | 165,000 |
| Actual Performance Bonus Paid ($) | 123,100 | 167,700 | 187,200 |
| Stock Awards ($) (grant-date fair value) | 80,881 | 132,390 | 154,499 |
| All Other Compensation ($) | 38,215 | 42,620 | 57,613 |
| Total Compensation ($) | 516,003 | 637,298 | 729,312 |
Performance Compensation
Annual Bonus Framework and Results
- Compensation Committee scorecard metrics: Growth (market share operating income and deposits), Agility (digital adoption), Resiliency (Texas Ratio), Operating leverage (efficiency ratio) . Payouts for NEOs are driven by corporate scorecard results and, for non-CEO/CFO, business unit adjustments plus individual evaluations; no discretionary bonuses in 2023 or 2024 .
| 2023 Performance Measure | Weight | % of Target | Score |
|---|---|---|---|
| Market Share Operating Income | 35 | 105.54% | 36.94 |
| Customer and Digital Adoption | 20 | 195.67% | 39.13 |
| Texas Ratio | 15 | 133.47% | 20.02 |
| Efficiency Ratio | 30 | 103.34% | 31.00 |
| Total | — | — | 127.09 |
| 2024 Performance Measure | Weight | % of Target | Score |
|---|---|---|---|
| Market Share Operating Income 1 | 10 | 100.61% | 10.06 |
| Market Share Operating Income 2 | 10 | 100.04% | 10.00 |
| Deposit Growth | 15 | -16.10% | 0.00 |
| Customer and Digital Adoption | 20 | 174.70% | 34.94 |
| Texas Ratio | 15 | 114.54% | 17.18 |
| Efficiency Ratio | 30 | 100.52% | 30.16 |
| Total | — | — | 102.34 |
| Executive Bonus Outcome | Target Bonus % | Performance Score | Performance Bonus ($) | Other Bonus ($) |
|---|---|---|---|---|
| 2023 – César A. Ortiz | 40% | 143.49 | 167,700 | — |
| 2024 – César A. Ortiz | 50% | 112.11 | 187,200 | — |
Equity Incentives (PSUs/RSUs)
- 2024 grants: RSUs and PSUs for Ortiz, grant date 2/23/2024, 2,150 units each; grant-date fair value $77,250 each .
- PSU metrics and payout curve: tangible book value (TBV) growth and 3-year average ROATCE over performance cycle ending 12/31/2026; payout thresholds at 50% (threshold), 100% (target), up to 150% (max) per metric .
| Grant Type | Grant Date | Units (#) | Grant-Date Fair Value ($) | Metric | Threshold | Target | Maximum | Vesting/Performance Period |
|---|---|---|---|---|---|---|---|---|
| RSUs | 2/23/2024 | 2,150 | 77,250 | Time-based | — | — | — | Lapses annually in thirds commencing 2/23/2025; additional tranches lapse 2/21/2025 and 2/22/2025 per outstanding schedule |
| PSUs | 2/23/2024 | 2,150 | 77,250 | TBV & ROATCE | TBV $28.55; ROATCE 14.01% | TBV $30.37; ROATCE 14.90% | TBV $31.89; ROATCE 15.65% | 3-year cycle ending 12/31/2026 |
2024 vesting/realization: Ortiz acquired 9,100 shares on vesting with $338,343 value realized .
Equity Ownership & Alignment
Beneficial Ownership (as of Dec 31, 2024)
| Holder | Beneficial Shares (#) | % of Class | Notes |
|---|---|---|---|
| César Ortiz | 21,617 | <1% (based on 45,440,269 shares) | Includes 1,950 RSUs vesting within 60 days |
Outstanding Equity Awards (as of Dec 31, 2024)
| Award Type | Not Vested Units (#) | Market Value ($) | Unearned PSUs (#) | Market Value ($) | Vesting/Performance Details |
|---|---|---|---|---|---|
| RSUs | 12,197 | 516,156 | — | — | RSUs lapse annually in thirds starting 2/23/2025 for 2,150 units; in halves starting 2/21/2025 for 1,500 units; and on 2/22/2025 for 484 units |
| PSUs | — | — | 1,463 | 61,893 | PSU cycles end 12/31/2024 (1,450 units), 12/31/2025 (2,250 units), 12/31/2026 (2,150 units) per program schedule |
Ownership Policy Compliance
| As-of Date | Qualifying Common Stock (#) | Total Value ($) | Multiple of Compensation | Minimum Requirement |
|---|---|---|---|---|
| Dec 31, 2022 | 23,306 | 642,314 | 2.34 | 2.00 |
| Dec 31, 2023 | 21,011 | 787,491 | 2.33 | 3.00 |
| Dec 31, 2024 | 31,114 | 1,316,733 | 3.99 | 3.00 |
- Anti-hedging and pledging: OFG prohibits hedging and pledging by employees .
- Stock ownership requirements for NEOs: minimum 3x annual base salary, compliance required within 2–4 years after first equity award post-appointment .
Employment Terms
- Clawback policy: Executive incentive-based compensation must be returned if the company restates financials for material non-compliance; three-year lookback .
- Change-in-control agreements: In place for CEO and Mr. Kumar (cash multiple 3x for CEO, 2x for Kumar) with single-trigger CIC definition and termination within one year; no CIC agreement disclosed for Ortiz .
- Non-qualified deferred compensation: Legacy plan terminated in 2023; new plan allows deferral up to 100% of salary/bonus. 2024 activity shows Ortiz had aggregate withdrawals/distributions of $57,304.44 .
Performance Compensation Detail
| Year | Metric (Corporate) | Weighting | Target | Actual | Vesting/Payout Impact |
|---|---|---|---|---|---|
| 2023 | Corporate scorecard (Growth, Agility, Resiliency, Operating leverage) | See table | Target = 100% | 127.09% | Ortiz performance score 143.49; cash bonus $167,700 |
| 2024 | Corporate scorecard (Growth incl. deposits, Agility, Resiliency, Operating leverage) | See table | Target = 100% | 102.34% | Ortiz performance score 112.11; cash bonus $187,200 |
| 2024–2026 | PSUs: TBV growth & 3-yr average ROATCE | 50% TBV / 50% ROATCE | TBV $30.37; ROATCE 14.90% | — | Payout 50%–150% per metric; straight-line interpolation |
Investment Implications
- Alignment: Ortiz exceeded stock ownership guidelines in 2024 (3.99x vs 3.0x minimum), supported by meaningful unvested RSUs/PSUs, and is subject to anti-hedging/anti-pledging—strong alignment with long-term shareholders .
- Near-term supply/vesting overhang: Multiple RSU tranches lapse beginning February 2025; 9,100 shares vested in 2024 ($338k value), indicating recurring vest-related flows that can create short-term selling pressure around vest dates .
- Pay-for-performance: Bonus outcomes track corporate and business unit scorecards; 2023 over-target score (127.09%) and Ortiz’s elevated score (143.49) signal linkage, while 2024 moderation (102.34%) kept payouts near target—reduced risk of discretionary pay inflation .
- Retention/contract structure: No change-in-control agreement is disclosed for Ortiz (agreements limited to CEO and Kumar), minimizing golden-parachute risk and suggesting retention relies on ongoing equity and bonus incentives .
- Governance/recourse: Clawback policy and ownership requirements bolster accountability; compliance progress from 2022–2024 suggests growing ownership and lower misalignment risk .
Note: Attempts to fetch Form 4 insider trading data for Ortiz were unsuccessful due to a data-source authorization error; analysis relies on proxy-reported ownership and vesting schedules [insider-trades skill usage attempted; error documented].