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Tara A. Plimpton

Chief Legal Officer and Corporate Secretary at REGIONS FINANCIALREGIONS FINANCIAL
Executive

About Tara A. Plimpton

Tara A. Plimpton (age 56) is Chief Legal Officer and Corporate Secretary of Regions Financial (RF). She joined RF in April 2020 after a 17-year career at General Electric culminating as Vice President and General Counsel for GE Global Operations overseeing a 450+ person global team; earlier, she was a managing partner at a law firm. She holds a B.A. in International Relations from the University of Nevada and a J.D. from Georgetown University. Company performance context during her RF tenure includes cumulative TSR growth of 71.4% from 2019–2024, 2024 net income of $1,893 million, and 2024 Adjusted ROATCE (LTIP basis) of 15.31% .

Past Roles

OrganizationRoleYearsStrategic impact
General ElectricVice President & General Counsel, GE Global OperationsThrough 2020; 17-year GE careerLed 450+ global professionals across compliance, trade, IP, labor, and transactional support; extensive global legal operations and governance experience
Private Law FirmManaging PartnerNot disclosedProvided legal counsel to corporate clients in manufacturing, agricultural, and tourism sectors

External Roles

OrganizationRoleYearsNotes
United Way (Atlanta)Board Member2012–2018Non-profit governance experience
Georgetown UniversityCorporate Counsel Advisory BoardNot disclosedLegal leadership network
CARE Women’s NetworkAdvisory CommitteeNot disclosedESG and community engagement

Fixed Compensation

ComponentDetail
Base salaryNot individually disclosed for Ms. Plimpton in RF’s 2025 proxy (she is not a Named Executive Officer) .
Target/actual bonusNot individually disclosed for Ms. Plimpton; executive officers participate in the annual cash incentive plan described below .

Performance Compensation

Annual Cash Incentive (ACI) structure (applies to executive officers):

ElementDetail
Weighting70% corporate performance; 30% individual performance
Corporate metrics50% Adjusted Net Income Available to Common Shareholders; 50% Adjusted Efficiency Ratio (absolute vs budget)
Modifiers/thresholdsCustomer Service modifier ±10%; Capital & Liquidity safety-and-soundness thresholds can reduce payout up to 40%
Payout range0%–200% of target based on combined results

Long-Term Incentive Plan (LTIP) design (2024–2026 performance cycle; applies enterprise-wide):

Grant typeWeightMetric(s) & measurementPerformance rangeVesting
Time-based RSUs33.33%Stock price drives valueN/A3-year cliff; 2024 grants vest April 1, 2027
Performance Stock Units (PSUs)33.33%50% ROATCE; 50% cumulative EPS Growth; each measured 25% absolute (vs plan) and 25% relative (vs peer banks) 0%–150% of target based on matrix
Performance Cash Units (PCUs)33.33%50% cumulative EPS Growth; same absolute/relative split and matrix as above 0%–150% of target
Peer constructRelative performance vs 13 peers (14 incl. RF); at least 7th place ranking required for above-target payouts
Risk guardrailsCapital & liquidity thresholds can reduce payouts up to 40%

Notes on vesting schedules and grant conventions:

  • 2024 RSUs for NEOs cliff vest at the end of a 3-year period ending April 1, 2027; PSU/PCU payouts depend on 2024–2026 performance; RSU/PSU units valued at $20.56 grant-date price in 2024 examples .
  • Company-wide, there were no outstanding stock options held by any Directors or executive officers as of the 2025 proxy record date, reducing option exercise-driven selling pressure .

Equity Ownership & Alignment

TopicDetail
Stock ownership guidelinesExecutive officers subject to robust ownership guidelines with required retention of at least 50% of after-tax shares until compliant; CEO 6x base salary; other NEOs 3x; executive officer tiers vary by role (tier multiple for Ms. Plimpton not disclosed) .
Anti-hedging/pledgingStrict prohibitions on hedging, short sales, margining, borrowing against, or pledging Regions securities; all Directors and executive officers in full compliance; no pledged shares .
Options outstandingNone outstanding for any Directors or executive officers as of record date .
Beneficial ownershipMs. Plimpton’s current beneficial ownership was not individually disclosed in the 2025 proxy tables (which list Directors and NEOs). On initial Form 3 filing (Apr. 14, 2020), she reported no securities beneficially owned .

Employment Terms

ItemCompany policyApplicability/notes
Employment agreementsRF generally does not enter into employment agreements with executive officers .No individual employment agreement for Ms. Plimpton is disclosed .
Executive Severance Plan (ESP)For eligible executives (including NEOs), involuntary termination without cause: accrued comp/benefits + 18 months base salary + pro-rated bonus based on 3-year avg; prohibits tax gross-ups .Eligibility for Ms. Plimpton not specifically disclosed; ESP is the standardized framework for exec severance .
Change-in-control (CiC)During 6 months pre- or 2 years post-CiC: accrued comp/benefits + multiple of (base salary + 3-year avg bonus) + pro-rated bonus; multiples vary (e.g., CEO 3x; certain NEOs 2x); benefit continuation; grandfathered agreements may differ .Ms. Plimpton is not listed among NEOs with specific CiC multiples; no individual CiC agreement disclosed for her .
ClawbacksNot specifically quoted here; RF discloses clawback and other governance policies in CD&A; ESP prohibits tax gross-ups .

Performance & Track Record (Company context during tenure)

Metric20202021202220232024
Total Shareholder Return (Value of $100)98 137 140 132 168
Net Income ($ millions)1,094 2,521 2,245 2,074 1,893
Adjusted ROATCE (LTIP, %)17.04% 17.92% 21.09% 18.01% 15.31%

Additional compensation-program–performance alignment:

  • RF identifies Adjusted ROATCE and EPS Growth as the most important long-term metrics linking NEO pay to performance, with visual relationships disclosed between CAP, TSR, net income, and Adjusted ROATCE; cumulative TSR rose 71.4% (2019–2024) vs 68.6% for S&P 500 Banks peer index .

Say-on-Pay & Shareholder Feedback

YearOutcome
2023Advisory vote on executive compensation passed: For 639,137,632; Against 62,417,286; Abstain 4,495,896; Broker Non-Votes 113,182,230 .

Risk Indicators & Governance Signals

  • No pledged shares by any Directors or executive officers; anti-hedging/anti-pledging policy in place and enforced .
  • No stock options outstanding for any Directors or executive officers as of the record date, limiting option-exercise–driven selling pressure .
  • Section 16 compliance: all required reports timely filed in 2024 except one Director (José Suquet) due to broker-managed accounts; no issues noted for Ms. Plimpton .
  • Severance/CiC program prohibits tax gross-ups; grandfathered CiC agreements can differ (e.g., legacy treatment shown for a retiring NEO), indicating improved but evolving governance posture .

Compensation Structure Analysis

  • Equity-heavy, multi-year design: Two-thirds of LTIP is performance-based (PSUs/PCUs) tied 50/50 to ROATCE and EPS Growth, with absolute and relative components—indicative of strong alignment to profitability and shareholder returns .
  • Absolute targets reset for 2024 ACI amid rate/regulatory volatility, with explicit customer service modifier and safety-and-soundness thresholds—suggesting balanced incentives with downside risk controls .
  • No options outstanding and strict anti-pledging reduce risk of forced selling; RSUs cliff-vesting in 3 years elevate retention incentives and defer realizable pay .

Investment Implications

  • Alignment: Ms. Plimpton’s incentives are governed by RF’s enterprise structure emphasizing ROATCE and EPS Growth with rigorous relative benchmarking and risk guardrails, supporting pay-for-performance alignment and prudent risk culture .
  • Selling pressure: No outstanding options and a no-pledging policy reduce liquidation risks; RSU cliff vesting extends retention and may stagger potential future sales around vest dates (e.g., April 1, 2027 for 2024 grant cycle) .
  • Retention/Severance: While her individual severance/CiC terms aren’t disclosed, the standardized ESP framework (and prohibition on gross-ups) indicates controlled exit economics and limited shareholder-unfriendly features versus legacy agreements .
  • Execution risk: Legal/governance leadership with deep GE experience and clean Section 16 record underpin oversight quality; company TSR recovery in 2024 with still-normalizing profitability (lower 2024 net income and Adjusted ROATCE vs 2023) suggests focus on sustainable earnings amid rate dynamics .