Stephanie Westington
About Stephanie Westington
Senior Vice President and Chief Accounting Officer (principal accounting officer) of Peoples Financial Services Corp. (PFIS) effective April 1, 2025; age 59; licensed Certified Public Accountant . She is the signatory as principal accounting officer on PFIS’s Form 10‑Q filings in Q2 and Q3 2025 . Company performance context: 2024 total shareholder return indexed to 2019 was 121.93, net income was $8,498 thousand, and ROATCE was 2.63% per pay‑versus‑performance disclosure .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| PFIS / Peoples Security Bank & Trust | SVP & Chief Accounting Officer; Principal Accounting Officer | Apr 2025–present | Principal accounting officer; signatory on SEC filings |
| PFIS / Peoples Security Bank & Trust | SVP & Chief Profitability Officer | Jul 2024–Mar 2025 | Integration role post-merger with FNCB |
| FNCB Bank | SVP & Chief Accounting Officer | Jan 2022–Jun 2024 | Led financial reporting prior to PFIS merger |
| FNCB Bank | SVP & Controller | Jul 2012–Jan 2022 | Controller responsibilities over a decade |
| Physicians Health Alliance | Director of Finance | Mar 2011–Jul 2012 | Healthcare finance leadership |
| Community Bank & Trust Company | VP of Finance | Jan 1998–Mar 2011 | Bank finance leadership |
| LA Bank, N.A. | AVP & Controller | Sep 1990–Dec 1997 | Bank controller responsibilities |
External Roles
No public company board or external directorships disclosed .
Fixed Compensation
- No base salary or target bonus figures disclosed for Ms. Westington; her appointment did not involve any new grants or plan amendments at that time .
Performance Compensation
| Incentive Type | Grant Date | Quantity/Value | Performance Metrics | Vesting | Payout Mechanics |
|---|---|---|---|---|---|
| Restricted Stock Units (RSUs) | 04-01-2025 (Form 3 reference date) | 263 units | None (time-based) | Three equal annual installments beginning Mar 11, 2026 | One share of PFIS common stock per unit |
| Company PSU framework (context) | 2025 awards | Not disclosed per individual | Two- and three-year cumulative diluted EPS and two- and three-year average ROATCE | Over two or three fiscal years | Vests based on metric attainment; company-level policy |
Note: PFIS shifted to time‑vested equity only in 2024 due to the FNCB merger, with an expected return to performance‑based awards in 2025 .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total common shares owned | 3,339 shares (direct) |
| Unvested RSUs | 263 units; three equal annual installments starting Mar 11, 2026 |
| Ownership as % of shares outstanding | 0.033% (3,339 / 9,997,069) |
| Vested vs unvested breakdown | RSUs unvested as above; no options disclosed |
| Shares pledged as collateral | None disclosed; PFIS prohibits hedging/monetization transactions for officers |
| Stock ownership guidelines | Executives expected to own ≥2x base salary within 5 years |
| Compliance status | Not disclosed for Ms. Westington |
Employment Terms
| Agreement | Key Economics | Triggers | Other Terms |
|---|---|---|---|
| Change in Control Severance Agreement (dated Oct 24, 2024; Bank and Stephanie A. Westington, CPA) | 12 months of base salary plus 12 months of 1/12 of average annual bonus over prior 3 years; 12 months COBRA premiums (monthly reimbursements) | Termination without Cause or resignation for Good Reason within 12 months following a Change in Control | Release required; Section 409A 6‑month delay where applicable; 280G excise tax mitigation/cutback; arbitration; non‑disparagement; Pennsylvania law |
| PFIS Severance & Change in Control Plan (effective Sep 2, 2025)—Tier III (includes Chief Accounting Officer) | Non‑CIC: 12 months base salary + pro‑rata annual bonus + 12 months COBRA reimbursement . CIC: lump sum equal to 12 months base salary + 1× target bonus + 12 months COBRA reimbursement | Qualifying termination (position eliminated/no suitable position; separation not for cause; resigns with Good Reason; or within 24 months after a Change in Control combined with a qualifying termination) | “Greater‑of” coordination with any alternative severance agreements; 280G optimization; outplacement up to $10,000; 12‑month non‑solicit in separation agreement; Section 409A compliance; plan amendable by Compensation Committee |
Good Reason definitions: 2024 agreement—≥15% base salary reduction or relocation >50 miles from Scranton (with notice/cure and timely resignation) . 2025 plan—≥10% base salary reduction, certain material diminutions (with notice/cure), only if within 24 months of a Change in Control .
Investment Implications
- Alignment and retention: A dedicated CIC agreement plus inclusion in the 2025 Plan (Tier III) provides downside protection and retention through “greater‑of” severance coordination; triggers require Good Reason or not‑for‑cause termination, limiting windfalls . Clawback policies under Dodd‑Frank apply to executive incentive awards, reducing risk of misalignment .
- Selling pressure: Her disclosed unvested RSUs total 263 units vesting over three years beginning March 2026—modest size suggests limited incremental insider supply from scheduled vesting .
- Governance and risk controls: Hedging/monetization is prohibited for officers; ownership guidelines (≥2x salary over five years) promote skin‑in‑the‑game, though individual compliance status is not disclosed .
- Execution context: As principal accounting officer and SEC filing signatory, she is central to controls and disclosure quality; company performance metrics used for equity awards emphasize EPS and ROATCE, aligning incentives with profitability and capital efficiency .