Ravi Vakacherla
About Ravi Vakacherla
Executive Vice President and Chief Digital and Innovation Officer at Provident Financial Services (PFS), age 52, serving since July 2022; previously EVP and Chief Transformation Officer at People’s United Bank . Company performance context during his tenure: 2024 net income of $115.5 million with net interest margin of 3.26% and adjusted returns in Q4 2024 of ROAA 1.05% and ROATE 15.39% ; Q2 2025 net income was $72.0 million with record quarterly revenue of $214.0 million . PFS’s 2024 total shareholder return (TSR) implied value of a fixed $100 investment was $98.86 versus peer group $132.44; ROAA was 0.57% for 2024 (company-selected compensation metric) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| People’s United Bank | EVP, Chief Transformation Officer | Not disclosed | Transformation leadership prior to joining PFS |
External Roles
No public company directorships or external roles disclosed for Vakacherla in the 2025 proxy. Skip.
Fixed Compensation
| Component | 2024 | Notes |
|---|---|---|
| Base Salary | $458,000 | 3.0% increase year over year |
| Target Bonus % of Base | 50% | Chief Digital & Innovation Officer tier (Threshold 25%, Max 75%) |
| Actual Bonus Paid | $286,500; 62.5% of salary; 125% of target | Driven by corporate performance proration across merger periods |
| Stock Awards (Grant-Date Fair Value) | $412,540 | Performance- and time-vesting mix; plus merger-related grant; see details below |
| Perquisites (Total) | $23,000 (Car allowance $12,000; Executive health $11,000) | Limited perqs policy |
| Deferred Compensation (Company Contribution) | $13,433 | Aggregate balance $15,220; earnings $68 |
Performance Compensation
Annual Cash Incentive Framework (Corporate Metrics and 2024 Achievement)
| Period (2024) | Metric | Weight | Threshold | Target | Maximum | Actual | Result vs Target |
|---|---|---|---|---|---|---|---|
| Jan 1 – Apr 30 | Net Income | 40% | 33.60 | 39.50 | 44.70 | 43.80 | 112.8% (period result) |
| Jan 1 – Apr 30 | EPS | 40% | 0.45 | 0.52 | 0.59 | 0.58 | 112.8% (period result) |
| Jan 1 – Apr 30 | Efficiency Ratio | 20% | 60.52% | 59.50% | 59.13% | 61.14% | 112.8% (period result) |
| May 1 – Jul 31 | Net Income | 40% | — | 64.50 | — | 64.50 | Target (100%) |
| May 1 – Jul 31 | EPS | 40% | — | 0.57 | — | 0.57 | Target (100%) |
| May 1 – Jul 31 | Efficiency Ratio | 20% | — | 53.29% | — | 53.29% | Target (100%) |
| Aug 1 – Dec 31 | Net Income | 40% | 75.40 | 88.70 | 100.40 | 100.50 | Maximum (150%) |
| Aug 1 – Dec 31 | EPS | 40% | 0.58 | 0.68 | 0.77 | 0.77 | Maximum (150%) |
| Aug 1 – Dec 31 | Efficiency Ratio | 20% | 58.91% | 57.69% | 56.87% | 55.26% | Maximum (150%) |
- Plan definitions modified to add back CECL provision and subtract actual net charge-offs (net of tax) to reduce macro volatility effect on incentive outcomes .
- Vakacherla’s final 2024 cash incentive payout: $286,500 (62.5% of salary), representing 125% of target .
Long-Term Incentives – Design and 2024 Grants
| Award Type | Grant Date | Shares (Target) | Grant-Date Value | Performance Metrics / Vesting |
|---|---|---|---|---|
| Performance-Vesting RS | 3/4/2024 | 14,195 | $206,280 | 2024–2026: Core ROAA (60%) and Core ROATE (40%) with TSR modifier vs KBW Regional Banking Index; payout 50–150% of target; 3-year cliff |
| Time-Vesting RS | 3/4/2024 | 4,710 | $68,760 | Ratably over 3 years |
| Merger-Related Performance RS | 5/20/2024 | 8,803 | $137,500 | 2-year cliff; 50% cost savings achievement, 50% successful integration; dividends accumulated and paid if vested |
- 2022–2024 performance cycle vested at 138% of target following downward TSR modifier (TSR 17th percentile), reflecting maximum outcome on ROAA and ROATE goals; dividends of $2.88 per share paid on vested shares (company-wide disclosure) .
Equity Ownership & Alignment
| Item | Value |
|---|---|
| Shares Owned (Direct/Indirect) | 9,737; beneficial ownership less than 1% of outstanding |
| Unvested Stock Awards Included in Beneficial Ownership | 9,121 |
| Outstanding Unvested Awards at 12/31/2024 | Time-vesting 4,710 (MV $88,878); Equity incentive plan awards 14,195 (MV $267,860); Merger-related performance RS 8,803 (MV $116,113) |
| Stock Ownership Guideline | 1.5× base salary for Tier II executives |
| Compliance Status | Not yet met due to July 2022 onboarding; counts vested RS, unvested time RS, ESOP/401(k) toward compliance (performance RS and options excluded) |
| Hedging/Pledging | Hedging prohibited; directors/officers should avoid pledging company stock |
| Options | Company did not grant stock options in 2024; options not part of design |
Employment Terms
| Provision | Terms |
|---|---|
| Change-in-Control Agreement (Pre-Plan) | Two-year term for Vakacherla; CIC severance equals 2× highest annualized base + cash comp over year of termination or prior two years; life/health/dental/disability coverage for two years |
| Executive Severance Plan (Adopted 7/24/2025) | Executives (incl. Ravi) eligible only if they waive existing CIC agreements and avoid duplicative benefits . Without cause termination: 1× base salary + 1× target cash incentive, up to 12 months health coverage via COBRA and 6 months outplacement; CIC within two years (double trigger): 2× multiple of base salary (greater of CIC date or termination date) + target cash incentive; 12× multiple for COBRA cash equivalent and 6 months outplacement . No excise-tax gross-ups; “best net benefit” reduction applies to avoid 4999 excise tax . |
| Good Reason / Release | Good Reason per LTIP with 90-day notice and 30-day cure; severance contingent on signed non-revocable general release; restrictive covenant agreement required . |
| Potential Payments (as of 12/31/2024) | After CIC termination w/o cause or for Good Reason: Salary $916,800; Incentive $573,000; Benefits $70,260; Total $1,560,060; Unvested awards $763,367; Total $2,323,427 . |
| Clawbacks | NYSE/SEC-compliant clawback policy covering cash and equity incentives, restatement-based recovery, and conduct-based forfeiture/recoupment . |
Performance Compensation – Metric Calibration
| Metric | Weight | Threshold | Target | Maximum | Notes |
|---|---|---|---|---|---|
| Core ROAA (Multi-Year) | 60% | 78 bps | 92 bps | 97 bps | 2024–2026 plan; CECL add-back and net charge-off subtraction (net of tax) applied |
| Core ROATE (Multi-Year) | 40% | 8.41% | 10.58% | 11.40% | TSR modifier: -20% below 25th percentile; +20% at/above 75th percentile vs KBW Index |
Compensation Committee, Peer Benchmarks, and Say-on-Pay
- Compensation and Human Capital Committee: Chair Matthew K. Harding; independent members Dunigan, Hanson, Leppert, McCracken; FW Cook as independent consultant .
- Benchmarking: Targets generally set around peer median; 2024 pre-merger peer group of 17 Northeast banks; revised 2025 peer group post-merger to align asset size with 18 regional banks .
- Say-on-Pay: 2024 advisory approval approximately 97% of votes cast .
Investment Implications
- Pay-for-performance alignment: Vakacherla’s variable pay is tightly linked to ROAA/ROATE and EPS/efficiency outcomes, with multi-period calibration and a TSR modifier, and merger KPIs on special grants—supporting incentives for sustainable returns and integration execution .
- Retention and severance economics: New Executive Severance Plan enforces double-trigger CIC protections at 2× and standard severance at 1× salary+target bonus, with restrictive covenants and no tax gross-ups—balanced retention with shareholder-friendly terms .
- Insider selling pressure: Ownership is modest (<1% of class) with meaningful unvested equity and 3-year/2-year cliffs creating periodic vesting supply; hedging prohibited and pledging discouraged, reducing misalignment risk .
- Execution risk: Corporate metrics were adjusted for CECL volatility, and 2024 cash incentives reflected strong post-merger outcomes; continued delivery on ROAA/ROATE and TSR relative to peers is key for vesting and payouts, indicating high linkage to operational performance .