Timothy Matteson
PROVIDENT FINANCIAL SERVICESAbout Timothy Matteson
Executive Vice President and Chief Administrative Officer (CAO) at Provident Financial Services, Inc. (PFS) since May 2024; age 55; previously EVP, CAO, General Counsel and Corporate Secretary at Lakeland Bancorp and Lakeland Bank . Company-level performance during his initial tenure included completing the Lakeland merger integration, net income of $115.5M, ROAA 0.57%, ROATE 8.58%, net interest margin 3.26% (+10 bps YoY), and total assets reaching $24.1B, with quarterly adjusted returns post-merger of ROAA 1.05%, ROE 9.53%, and tangible ROE 15.39% for Q4 2024; say-on-pay support was ~97% in 2024 . Education not disclosed in the proxy .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Lakeland Bancorp/Lakeland Bank | EVP, CAO, General Counsel & Corporate Secretary | Through May 2024 (start not disclosed) | Senior administrative and legal leadership preceding and through the PFS-Lakeland merger; transitioned to CAO at PFS post-close |
External Roles
- Not disclosed in the PFS proxy or 8-K filings reviewed .
Fixed Compensation
Note: Matteson was appointed CAO in May 2024. The company’s disclosed 2024 plan parameters for the CAO role apply, but specific base salary and individual award values for Matteson are not disclosed.
Annual Cash Incentive Opportunity (CAO role)
| Participant | Threshold (% of base salary) | Target (% of base salary) | Maximum (% of base salary) |
|---|---|---|---|
| Chief Administrative Officer | 25% | 50% | 75% |
Long-Term Equity Target (as % of base salary)
| Participant | LTI Target Award (% of base salary) |
|---|---|
| Chief Administrative Officer | 60% |
LTI Vehicle Mix (annual grants)
| Participant | Performance-Vesting Restricted Stock | Time-Vesting Restricted Stock |
|---|---|---|
| Chief Administrative Officer (role design) | 75% | 25% |
Key program features: equity grants generally vest on a three-year schedule (performance shares cliff vest at 3 years; time-based awards vest ratably), no dividends on unvested awards until vesting, and equity grants are made during open trading windows under the insider trading policy .
Performance Compensation
Executive Annual Incentive Plan – 2024 Corporate Goals
Performance was measured over three periods due to the May 2024 Lakeland merger, with allowable merger-related adjustments (net of tax). The plan uses Net Income, EPS, and Efficiency Ratio with defined weighting and payout curves .
01/01/2024–04/30/2024 (Pre-close)
| Metric | Weight | Threshold | Target | Max | Actual | Result vs Target |
|---|---|---|---|---|---|---|
| Net Income ($MM) | 40% | 33.60 | 39.50 | 44.70 | 43.80 | 112.8% (“target plus”) |
| EPS ($) | 40% | 0.45 | 0.52 | 0.59 | 0.58 | 112.8% (“target plus”) |
| Efficiency Ratio (%) | 20% | 60.52% | 59.50% | 59.13% | 61.14% | 112.8% (“target plus”) |
05/01/2024–07/31/2024 (Integration period)
| Metric | Weight | Target | Actual | Result vs Target |
|---|---|---|---|---|
| Net Income ($MM) | 40% | 64.50 | 64.50 | 100.0% (target) |
| EPS ($) | 40% | 0.57 | 0.57 | 100.0% (target) |
| Efficiency Ratio (%) | 20% | 53.29% | 53.29% | 100.0% (target) |
08/01/2024–12/31/2024 (Post-close)
| Metric | Weight | Threshold | Target | Max | Actual | Result vs Target |
|---|---|---|---|---|---|---|
| Net Income ($MM) | 40% | 75.40 | 88.70 | 100.40 | 100.50 | 150.0% (maximum) |
| EPS ($) | 40% | 0.58 | 0.68 | 0.77 | 0.77 | 150.0% (maximum) |
| Efficiency Ratio (%) | 20% | 58.91% | 57.69% | 56.87% | 55.26% | 150.0% (maximum) |
Annual plan mechanics: payouts interpolate between threshold (50% of target) and maximum (150% of target) per metric, with merger-related one-time items excluded; weighted full-year results were “target plus” overall .
Long-Term Incentive (LTI) Performance Framework (2024–2026 cycle)
| Metric | Weight | Threshold | Target | Maximum | Vesting |
|---|---|---|---|---|---|
| Core ROAA (bps) | 60% | 78 | 92 | 97 | 3-year performance period; cliff vest at 3 years |
| Core ROATE (%) | 40% | 8.41% | 10.58% | 11.40% | 3-year performance period; cliff vest at 3 years |
TSR modifier: ROATE payout is adjusted ±20% if 3-year relative TSR vs KBW Regional Bank Index is below the 25th percentile (down) or ≥75th percentile (up); otherwise no impact . For the 2022–2024 cycle, the company hit maximum on ROAA and ROATE, but TSR at the 17th percentile applied a downward modifier, resulting in vesting at 138% of target .
Equity Ownership & Alignment
- Beneficial ownership, vested/unvested breakdown, and option holdings for Matteson are not disclosed in the proxy’s management ownership table (table includes NEOs and directors; non-NEO executive ownership not presented) .
- Company policies:
- Anti-hedging and pledging: directors, officers, and employees are prohibited from hedging transactions and advised to avoid pledging shares as collateral .
- Equity program: currently no stock options; equity grants are restricted stock (time- and performance-vesting), with dividends payable only upon vesting .
- Clawbacks: NYSE/SEC-compliant clawback policy covering erroneously received incentive compensation after restatements; awards also subject to reduction/forfeiture for cause/policy violations .
- Stock ownership guidelines apply to directors and named executive officers; Matteson is not a named executive officer in 2024 disclosures—no guideline applicability disclosed for him .
Employment Terms
| Term | Detail |
|---|---|
| Role | Executive Vice President & Chief Administrative Officer, Provident Bank (appointed in connection with Lakeland merger) |
| Appointment Date | Effective May 15–16, 2024 (Effective Time of the Lakeland transaction and subsequent bank merger) |
| Contract | No individual employment or change-in-control agreement for Matteson disclosed in reviewed filings; CIC agreements noted for a limited set of executives (CEO, CFO, Executive Vice Chairman, Chief Wealth Management Officer, Chief Digital & Innovation Officer) |
| Non-Compete/Non-Solicit | Not disclosed for Matteson; a separate non-compete agreement and payment were disclosed for Executive Vice Chairman Thomas J. Shara tied to the merger |
| Severance/Change-in-Control | Not disclosed for Matteson; CIC severance frameworks for others include 2–3x cash severance and 2–3 years of benefits depending on role |
Investment Implications
- Compensation alignment: The CAO role participates in a plan design with explicit Net Income, EPS, and Efficiency Ratio goals and a robust LTI framework (ROAA/ROATE with TSR modifier), supporting pay-for-performance alignment even for non-NEO executives . Anti-hedging/pledging and clawbacks reduce agency risk .
- Retention risk: No disclosed employment/CIC agreement for Matteson vs select peers with CIC coverage; while program design includes multi-year vesting (retention feature), absence of disclosed contractual protections may indicate lower formal retention entitlements relative to CIC-covered peers .
- Selling pressure: With no stock options and dividends only at vesting for RS/PS awards, near-term selling pressure from option exercises is minimal; 3-year vesting schedules smooth potential share releases tied to performance .
- Execution track record: His appointment coincided with the Lakeland integration; corporate results and “target plus” annual plan outcomes in 2024, alongside maximum post-close goal achievement, signal operational execution momentum during his tenure .