Daniel Cox
About Daniel Cox
Daniel D. Cox is Executive Vice President and Chief Operating Officer of Riverview Bancorp and Riverview Bank; he also served as Acting President & CEO from August 4, 2023 until July 1, 2024, when a permanent CEO was appointed . Company performance over Cox’s recent executive tenure shows net income of $4.903M in FY2025, $3.799M in FY2024, and $18.069M in FY2023, with total shareholder return (TSR) over this period at -17.3%, -22.0%, and -17.7%, respectively . Education and age are not disclosed in the cited filings.
Past Roles
| Organization | Role | Documented Year(s) | Strategic Impact |
|---|---|---|---|
| Riverview Bancorp/Bank | Acting President & CEO | 2023–2024 | Led during leadership transition prior to permanent CEO appointment . |
| Riverview Bancorp/Bank | EVP & Chief Operating Officer | 2024–2025 | Oversees operations; NEO with incentive participation . |
| Riverview Bancorp/Bank | EVP & Chief Credit Officer | 2019, 2020, 2023 | Managed credit risk; NEO with material incentive components . |
External Roles
None disclosed in the cited filings.
Fixed Compensation
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Salary ($) | $240,536 | $292,431 | $324,821 |
| All Other Compensation ($) | $21,841 | $22,631 | $22,421 |
| All Other Compensation – ESOP ($) | $2,713 | $— (not itemized) | $3,254 |
| All Other Compensation – 401(k) ($) | $12,318 | $— (not itemized) | $12,357 |
| All Other Compensation – Life Insurance ($) | $810 | $— (not itemized) | $810 |
| All Other Compensation – Car/Club Allowance ($) | $6,000 | $— (not itemized) | $6,000 |
Performance Compensation
| Component | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Stock Awards ($) | $47,082 | $49,438 | $63,861 |
| Non‑Equity Incentive ($) | $99,353 | $39,449 | $47,581 |
Annual Incentive Plan Structure (FY2025)
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Profitability (Pre‑tax, pre‑provision NI) | 30% | $7.8M | Not disclosed; Company minimum net income threshold was $5.1M vs actual $4.9M | 0% for this category (Committee determination) | Cash; paid post‑fiscal year |
| Deposit Growth | 25% | 3% | Not disclosed | 0% for this category (Committee determination) | Cash; paid post‑fiscal year |
| Asset Quality (Classified asset ratio) | 20% | 10% | Achieved (Committee assessment) | 100% for this category | Cash; paid post‑fiscal year |
| Personal Goals | 25% | Individual business plan goals | Achieved (Committee assessment) | 100% for this category | Cash; paid post‑fiscal year |
Notes:
- EVP target award opportunity is 30% of salary; CEO 40%; senior management 10–30% .
- Committee exercised discretion to award incentives despite not meeting the company-wide minimum net income threshold, citing leadership transition and retention needs; total incentive awards capped at ≤20% of net income .
Long‑Term Incentive and Performance Shares
- 2017 Equity Incentive Plan provides options, restricted stock, and RSUs; 2018 LTI Plan includes both time‑based and performance‑based restricted stock with EPS‑based goals for FY2025; performance shares vest ratably over two years after the performance period, time‑based vest over three years .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership (Shares) | 66,946 (less than 1%) |
| Shares Outstanding (for context) | 20,976,198 as of July 2, 2025 |
| Unvested RSUs (Shares, Market Value) | 20,839 shares; $117,740 market value at $5.65 close (3/31/2025) |
| Options Outstanding | None for named executive officers at 3/31/2025 |
| Vesting Schedule – RSUs | 1,868 shares vest ratably over 3 years from 7/8/2022; 5,605 shares vest 50% on 7/8/2024 and 50% on 7/8/2025; 2,372 shares vest ratably over 3 years from 7/7/2023; 7,117 shares vest 50% on 7/7/2025 and 50% on 2026; 2,772 shares vest ratably over 3 years beginning 7/10/2025; 8,315 shares vest 50% on 7/10/2026 and 50% on 7/10/2027 |
| Hedging/Pledging | Hedging prohibited by insider trading policy; pledging not disclosed |
| Ownership Guidelines | Not disclosed in cited documents |
Employment Terms
| Provision | Daniel Cox |
|---|---|
| Employment Agreement Term | Expires Dec 31, 2027 (subject to periodic renewal) |
| Change‑in‑Control (CiC) Agreement Term | Expires Dec 31, 2025 (annual renewal provision) |
| Base Salary (FY2025) | $335,000 (paid by Riverview Bank; reviewed annually) |
| Annual Incentive Eligibility | EVP target up to 30% of salary; subject to plan goals and Committee discretion |
| Severance – Without Cause / Good Reason | 12 months base salary; 12 months continued benefits or cash equivalent; any earned but unpaid incentive |
| CiC Severance (Double Trigger) | 30 months of base salary + target annual incentive; prorated incentive for year of termination; any earned but unpaid incentive; 18 months continued benefits; full acceleration of unvested equity if awards not assumed or upon qualifying involuntary termination within 365 days |
| Non‑Compete | 1 year post‑termination, with Washington state carve‑outs and exceptions for certain termination scenarios; enforceability subject to state thresholds and layoff notice/compensation provisions |
| Non‑Solicit / Non‑Raiding | 1 year post‑termination for customers and employees |
| Arbitration | Mandatory final, binding arbitration (AAA employment rules) |
| Clawback | Compensation Recovery Policy adopted Dec 1, 2023 per SEC/Nasdaq rules |
| Insider Trading | Trading only in open windows with pre‑clearance; prohibitions on hedging |
Compensation Structure Analysis
- Cash vs equity mix: FY2025 compensation includes $324,821 salary, $63,861 stock awards, and $47,581 non‑equity incentive, indicating balanced cash/equity with modest equity exposure relative to CEO’s package .
- Discretionary incentives: Committee awarded incentives in FY2025 despite company net income below the minimum threshold ($4.9M vs $5.1M minimum), citing retention and leadership transition; profitability and deposit goals paid 0%, asset quality and personal goals paid 100% .
- CiC economics: Double‑trigger protection at 2.5 years of base salary plus 2.5 years of target bonus equivalents, COBRA reimbursement (up to 18 months), and full acceleration under qualifying conditions; includes 280G cutback to avoid excise taxes .
- Peer benchmarking: Committee uses a 23‑bank peer group ($1.0B–$4.1B assets) and Milliman surveys for salary competitiveness across the Northwest; EVP target incentive = 30% of salary .
Investment Implications
- Alignment: Cox’s equity exposure is modest (20,839 unvested RSUs; $117,740 market value) relative to salary; options not outstanding, limiting optionality but aligning vesting events with medium‑term horizons (dates through 2027) .
- Selling pressure: Multiple RSU vesting dates (July 2025–2027) could create periodic liquidity events; insider policy requires window and pre‑clearance, reducing opportunistic selling risk .
- Retention risk: Strong CiC protections and one‑year post‑termination covenants reduce near‑term departure risk; discretionary incentive use in FY2025 suggests emphasis on executive retention during transitions .
- Pay‑for‑performance: Zero payout on profitability and deposit growth, but full payout on asset quality and personal goals with overall discretionary award indicates a mixed signal on strict pay‑for‑performance discipline amid leadership change .
- Governance/controls: Clawback policy (SEC/Nasdaq‑compliant) and hedging prohibitions are shareholder‑friendly; pledging not disclosed, suggesting monitoring need .