Nicole Lee

About Nicole “Niki” A. Lee

Nicole “Niki” A. Lee is Chief Human Resources Officer (CHRO) of QCR Holdings, Inc. (QCRH), serving since May 2023; she is 49 years old and previously spent nearly two decades as a VP, Human Resources Business Partner at Aegon/Transamerica (since 2004) . As CHRO, she is an executive officer subject to QCRH’s insider trading, anti-hedging, anti-pledging and clawback frameworks, which are material for alignment and retention risk assessments . For company performance context during her tenure, QCRH delivered record net income in 2024 and sustained earnings power with net income rising from 2022 to 2024; see the table below. While total shareholder return (TSR) is not disclosed in the proxy for her tenure, QCRH highlighted adjusted EPS and net income as primary pay-versus-performance metrics in recent years .

Company performance (annual):

Past Roles

External Roles

Not disclosed in the 2025 proxy (no external boards or committee roles identified for Ms. Lee) .

Fixed Compensation

Not disclosed for Ms. Lee. QCRH’s Summary Compensation Table identifies named executive officers (NEOs) for 2024 as Larry J. Helling, Todd A. Gipple, John H. Anderson, Reba K. Winter, and Monte C. McNew. Ms. Lee is not listed as an NEO, and her salary and bonuses are therefore not reported in the proxy .

Performance Compensation

Not disclosed for Ms. Lee. The proxy provides annual incentive targets, performance metrics, and equity awards for NEOs only (net income, deposit growth, asset quality, and business-unit metrics), but does not include Ms. Lee’s incentive plan details or grant data .

Equity Ownership & Alignment

• Beneficial ownership: Ms. Lee is not included in the security ownership table that lists directors and NEOs; therefore her shareholdings are not disclosed in the proxy .
• Hedging and pledging: Company policy prohibits hedging for all employees and directors, and prohibits pledging by directors and executive officers without Nomination & Governance Committee approval; there is no disclosure of any pledging by Ms. Lee .
• Ownership guidelines: QCRH maintains share ownership guidelines for non‑employee directors and NEOs; the proxy does not specify a CHRO guideline if the CHRO is not a named executive officer. As of 2024/2025, directors must reach five times annual cash retainer, and NEOs (other than CEO/President) had a guideline of 3,626 shares within three years; all directors and NEOs were in compliance at the time of reporting . No separate guideline for Ms. Lee is disclosed.

Employment Terms

• Employment agreement: Not disclosed for Ms. Lee. QCRH discloses employment agreements, severance and change‑in‑control provisions for NEOs (e.g., salary and bonus multiples, COBRA, double-trigger equity vesting), but there is no contract disclosure for the CHRO in the proxy .
• Policies applicable to executive officers:
  • Insider trading policy with trading windows and pre‑clearance for Section 16 insiders .
  • Anti‑hedging (prohibits swaps, collars, exchange funds, etc.) .
  • Anti‑pledging (requires prior committee approval for pledging by directors and executive officers) .
  • Nasdaq‑compliant clawback policy for recoupment of incentive compensation upon accounting restatement .

Investment Implications

• Alignment: The company-wide anti‑hedging and anti‑pledging policies and clawback framework mitigate misalignment and reduce hedging/pledging risk for executive officers, including Ms. Lee . Lack of CHRO-specific ownership disclosure does limit precision on “skin-in-the-game,” though ownership guidelines cover directors and NEOs explicitly; no separate CHRO guideline is disclosed .
• Retention risk: Absence of disclosed employment agreement and severance/change‑of‑control terms for Ms. Lee makes retention economics opaque compared to NEOs whose multiples and double‑trigger vesting are disclosed . Monitoring future 8‑Ks (Item 5.02) for any changes in CHRO compensation or contracts is advised; no such 8‑K currently details Ms. Lee’s terms .
• Trading signals: With ownership not disclosed and no Form 4 pattern summarized in the proxy, insider‑selling pressure analysis for Ms. Lee is not possible from the proxy alone. Company policy restricts trading windows and requires pre‑clearance for insiders, which typically reduces opportunistic selling risk .
• Execution context: QCRH delivered record net income in 2024 amid strategic pivots (e.g., discontinuation of new m2 Equipment Finance originations) and robust noninterest/capital markets revenue; sustaining talent and incentive alignment under the CHRO’s remit is relevant as operating leverage improved and variable compensation increased with revenue cycles .

Notes on company performance table: Values retrieved from S&P Global.