Juan M. Montano
About Juan M. Montano
EVP, Chief Mortgage Banking Officer at Republic Bank & Trust Company since 2018; joined Republic in 2009 after serving in Finance and Mortgage leadership roles. Age 55 as of the 2024 fiscal year. Performance-linked incentives for his role emphasize Warehouse Lending gross operating profit and total mortgage production; in 2021 he achieved maximum payouts on both components ($200,000 for Warehouse GOP >$20M; $125,000 for mortgage production >$1B), reflecting strong execution against operational targets .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Republic Bank & Trust Company | EVP, Chief Mortgage Banking Officer | 2018–present | Led mortgage banking operations; incentive metrics tied to Warehouse Lending GOP and total mortgage production. In 2021, Warehouse GOP exceeded $20M and mortgage production surpassed $1B, triggering maximum bonus payouts . |
| Republic Bank & Trust Company | SVP & Managing Director of Mortgage Lending | 2015–2018 | Oversaw mortgage production; preparatory leadership for EVP role . |
| Republic Bancorp, Inc. | SVP & Managing Director of Finance | 2009–2015 | Led finance function; foundational experience for later mortgage leadership . |
External Roles
No external public-company directorships or committee roles disclosed for Montano in reviewed proxy materials .
Fixed Compensation
| Metric | 2019 | 2020 | 2021 |
|---|---|---|---|
| Base Salary ($) | $317,343 | $326,863 | $334,406 |
| All Other Compensation ($) | $38,551 | $37,896 | $37,852 |
2021 perquisites detail:
| Component | Amount ($) |
|---|---|
| 401(k) matching contributions | $11,600 |
| Deferred compensation match | $24,908 |
| Life insurance policies | $1,344 |
| Total All Other Compensation | $37,852 |
Performance Compensation
| Metric | 2019 | 2020 | 2021 |
|---|---|---|---|
| Non-Equity Incentive Plan Compensation ($) | $100,000 | $275,000 | $325,000 |
2021 incentive structure and outcomes:
| Metric | Target Schedule | Actual | Payout ($) | Vesting/Timing |
|---|---|---|---|---|
| Warehouse Lending GOP | $50k at ≥$12.0M; scales to $200k at ≥$20.0M | >$20.0M | $200,000 | Cash bonus per program terms |
| Total Bank Mortgage Production | $50k at ≥$600M; scales to $125k at ≥$1.0B | >$1.0B | $125,000 | Cash bonus per program terms |
| Total Performance Bonus | — | — | $325,000 | Paid on annual schedule |
Notes:
- Incentives focus on GOP and production; company share price is excluded due to thin trading and potential distortions .
Equity Ownership & Alignment
Beneficial ownership snapshots:
| As-of Date | Shares Beneficially Owned |
|---|---|
| Feb 19, 2021 | 18,888 |
| Feb 24, 2022 | 17,447 (includes 4,749 in 401(k); voting rights on unvested restricted shares) |
Outstanding equity awards (12/31/2021):
| Instrument | Quantity | Strike | Expiration | Status |
|---|---|---|---|---|
| Stock Options | 1,500 | $35.92 | 03/09/2025; 03/09/2026 | Unexercisable (cliff vest schedule) |
| Restricted Stock (Unvested) | 3,000 | — | 50% vests 03/30/2023; 50% vests 03/30/2024 | Market value $152,520 |
| Restricted Stock (Additional grants) | 1,333; 667 | — | 12/31/2023; 12/31/2024 | Voting rights disclosed |
Insider exercises and vesting:
| Year | Options Exercised (#) | Value Realized ($) | Stock Vested (#) | Value Realized ($) |
|---|---|---|---|---|
| 2020 | — | — | 3,250 | $115,755 |
| 2021 | 5,250 | $109,835 | — | — |
Deferred compensation participation:
| Year | Executive Contributions ($) | Company Contributions ($) | Aggregate Balance ($) |
|---|---|---|---|
| 2020 | $25,000 | $25,000 | $125,977 |
| 2021 | $24,908 | $24,908 | $235,190 |
Alignment and restrictions:
- Anti-hedging and anti-pledging: Directors and executive officers are prohibited from hedging or pledging company stock (e.g., collars, swaps, margin accounts) .
- Ownership guidelines: 2× salary stock ownership requirement applies to CEO/Bank, CFO, Pres/RPG, CIOO; not disclosed as applicable to EVP/CMBO .
Employment Terms
Change in Control Severance Agreement (effective for executive officers in 2021):
- Severance: 2× base salary plus average bonus over prior 3 years, paid over 24 months (subject to release; 409A six-month delay for key employees if applicable) .
- Immediate vesting/exercisability: Stock options and SARs become exercisable; accelerated vesting of equity awards .
- Benefits and other: Continued welfare benefits for 2 years; reimbursement of legal fees; assignment of company-owned life insurance interests .
- Covenants: 2-year non-compete, non-solicitation, confidentiality, applicable irrespective of Change in Control .
- 280G excise tax cutback if net-after-tax value is higher .
Estimated payments if Change in Control had occurred:
| As-of Date | Estimated Payment/Value ($) |
|---|---|
| 12/31/2020 | $1,183,085 |
| 12/31/2021 | $1,316,433 |
Deferred Compensation vesting terms:
- Matching funds historically vest after five years (accelerated on death, disability or Change in Control); plan updated in 2024 to vest after 59 months from the beginning of the deferral year and added retirement vesting at age 62 with ≥10 years of service (subject to limitations) .
Governance policies impacting compensation:
- Clawback: Recovery of incentive-based compensation for 3 years preceding required accounting restatements, per SEC/NASDAQ rules .
- Say-on-Pay: 99% approval at April 20, 2023 annual meeting .
- Benchmarking peers considered by Compensation Committee include GDOT, CASH, TBBK, LKFN, CTBI, SRCE, PRK, FBK, SYBT, PFC, GABC, FSFG, CHCO, SBCF, among others (peer group expanded in 2024) .
Investment Implications
- Pay-for-performance alignment: Montano’s incentives are directly tied to operational outcomes (Warehouse Lending GOP and mortgage production), which he maximized in 2021; this supports alignment with value creation in his scope .
- Retention and turnover risk: Standardized double-trigger severance with 2× salary+average bonus, two-year restrictive covenants, and accelerated equity vesting upon Change in Control reduce voluntary turnover risk and protect continuity through corporate events .
- Insider selling pressure: Upcoming vesting events in 2023–2024 (3,000 restricted shares) and previously exercised options in 2021 ($109,835 realized) may create event-driven liquidity, albeit hedging/pledging prohibitions mitigate misalignment risks .
- Governance quality: Presence of clawback, anti-hedging/pledging, and high say-on-pay support shareholder-friendly compensation oversight .