Olek DeRowe
About Olek DeRowe
Olek DeRowe, age 45, is Executive Vice President and Head of Commercial Real Estate (CRE) at The Bancorp, leading the Real Estate Bridge Lending business since September 2020 and having served in other roles at The Bancorp since May 2015 (including Real Estate Capital Markets Manager). He has over 20 years of CRE finance experience spanning pricing, structuring, and distribution of commercial mortgage loans, brokerage, and consulting, with prior senior roles at Capmark Finance (GMAC Commercial Mortgage), CWCapital, Amherst Securities, and Rainieri Partners . Company performance context during his tenure includes 2024 net income of $218M, ROE of 27%, ROA of 2.7%, diluted EPS of $4.29 (up 23% YoY), and stock appreciation from $38.56 to $52.63 in 2024 (36% increase), and from $13.65 to $52.63 across 2020–2024 (286%) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| The Bancorp | Real Estate Capital Markets Manager | 2015–2020 | Built capital markets capabilities prior to relaunch of CRE bridge lending |
| Capmark Finance (GMAC Commercial Mortgage) | Senior positions (CRE finance) | Not disclosed | Structuring and distribution expertise in commercial mortgages |
| CWCapital | Senior positions | Not disclosed | Institutional CRE lending and servicing experience |
| Amherst Securities | Senior positions | Not disclosed | Structured products and CRE finance expertise |
| Rainieri Partners | Senior positions | Not disclosed | CRE advisory/brokerage and consulting exposure |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | — | — | No external directorships or roles disclosed in proxy |
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $311,539 | $400,000 | $400,000 |
| Target Bonus (%) | Not disclosed | Not disclosed | Not disclosed |
| Actual Bonus Paid ($) | $0 | $300,000 | $0 |
Performance Compensation
| Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|
| Real Estate Bridge Lending portfolio growth/profitability | Discretionary | Not disclosed | CRE bridge balances $2.1B (2024), $2.0B (2023), $1.7B (2022); rebuilt business post‑pandemic hiatus; significantly increased profitability | Long‑term equity award for FY2024 performance: $1,200,000 RSUs (granted Q1 2025) | RSUs vest one‑third annually over 3 years |
Long‑term Equity Grants and Outstanding Awards
| Grant Detail | 2022 | 2023 | 2024 |
|---|---|---|---|
| RSUs granted (shares) | 3,518 | 28,433 | 20,505 |
| Grant date | 02/09/2022 | 02/09/2023 | 02/09/2024 |
| Grant date fair value ($) | Not disclosed | Not disclosed | $900,000; closing price $43.89 |
| Vesting schedule | One‑third on each anniversary (e.g., 2/9/23, 2/9/24, 2/9/25) | One‑third annually (e.g., 2/9/24, 2/9/25, 2/9/26) | One‑third annually (e.g., 2/9/25, 2/9/26, 2/9/27) |
| Market value of unvested RSUs at 12/31/24 ($) | $185,152 | $1,496,429 | $1,079,178 |
Notes:
- 2024 NEO equity awards for FY2024 performance were determined in the Compensation section ($1.2M for DeRowe) and granted in Q1 2025; 2024 Summary Compensation reflects awards granted in Q1 2024 for FY2023 performance .
- No stock options were granted or outstanding for DeRowe; option columns omitted accordingly .
Equity Ownership & Alignment
| Ownership Item | Detail |
|---|---|
| Total beneficial ownership (shares) | 36,203 (32,703 direct + 3,500 in 401(k)) (15) |
| Shares outstanding (for % calc) | 47,954,218 as of 04/02/2025 (2) |
| Ownership as % of shares outstanding | ~0.076% (36,203 ÷ 47,954,218) (15) (2) |
| Unvested RSUs (total shares) | 52,456; aggregate market value $2,760,759 at $52.63 close (12/31/24) |
| Options (exercisable / unexercisable) | None |
| Stock ownership guidelines | Executives must hold amounts set by Compensation Committee; all executive officers are in compliance |
| Hedging / pledging | Prohibited for employees, executive officers, and directors |
Employment Terms
| Term | Detail |
|---|---|
| Employment start at The Bancorp | May 2015 |
| Years in current role | Head of CRE since September 2020 |
| Employment agreement | The Company generally does not enter employment agreements with NEOs; NEOs serve at Board’s discretion |
| Severance provisions | Not fixed; any severance cash benefits would be negotiated individually |
| Change‑of‑control treatment (equity) | RSUs: immediate full vesting upon involuntary termination following a change in control (double‑trigger); options N/A for DeRowe |
| Death/disability/retirement (equity) | RSUs vest on one‑year anniversary of termination |
| Estimated payout (equity only) | $2,760,759 under either involuntary termination post‑CoC or death/disability/retirement (based on unvested RSUs × $52.63) |
| Clawbacks | Mandatory (Exchange Act 10D) adopted 12/01/2023; Discretionary clawback for VP+ adopted 12/18/2024 |
| Non‑compete / non‑solicit | Not disclosed for DeRowe in proxy |
Multi‑Year Compensation (Summary Compensation Table)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | $311,539 | $400,000 | $400,000 |
| Bonus ($) | $0 | $300,000 | $0 |
| Stock Awards ($) | $320,000 | $1,500,000 | $900,000 |
| Options ($) | $0 | $0 | $0 |
| All Other Compensation ($) | $9,847 | $10,770 | $11,220 (includes $10,350 401(k) match) |
| Total ($) | $641,386 | $2,210,770 | $1,311,220 |
Performance & Track Record
- Rebuilt and grew CRE bridge lending balances to $2.1B at 12/31/2024 (vs. $2.0B in 2023; $1.7B in 2022), significantly increasing profitability after a pandemic‑related hiatus .
- Company performance under senior leadership: net income $218M (2024), ROE 27%, ROA 2.7%; diluted EPS $4.29 (+23% YoY); payments deposit and fee growth strong; stock outperformed peer indices over multi‑year horizons .
- Risk flag: Credit risk management received a “did not meet” due to higher‑than‑expected nonperforming real estate bridge loans (directly relevant to CRE) .
Compensation Structure Analysis
- Equity‑heavy incentives: For 2024, no cash bonus was paid to NEOs other than the CEO; DeRowe’s long‑term equity award was set at 300% of base salary for FY2024 performance ($1.2M RSUs), reflecting portfolio growth and profitability; RSUs vest over three years, enhancing retention .
- No options: DeRowe’s incentives are RSU‑based; options are reserved for the CEO, reducing risk of option‑driven behavior for DeRowe .
- Governance protections: Mandatory and discretionary clawbacks, anti‑hedging/pledging, and ownership guidelines (executives in compliance) support alignment and risk control .
Say‑on‑Pay & Peer Group Context
- Say‑on‑Pay approval: ~96% support at 2024 annual meeting for the prior year’s executive compensation program .
- Peer benchmarking: The Compensation Committee benchmarks CEO and NEO pay; for 2024 it emphasized equity awards for NEOs to heighten alignment; peers include fintech‑oriented institutions (e.g., Pathward, Live Oak, Axos, Green Dot) .
Investment Implications
- Alignment and retention: Material unvested RSUs ($2.76M at 12/31/2024) vesting through 2025–2027 and ownership guidelines compliance support retention and long‑term alignment; pledging/hedging prohibitions reduce misalignment risk .
- Near‑term selling pressure: RSU vesting tranches may create periodic sell‑to‑cover dynamics around anniversaries (2/9 annually), but absence of options and anti‑pledging mitigates leverage‑driven pressure .
- Execution risk: Elevated nonperforming real estate bridge loans flagged by the Board’s scorecard point to credit quality vigilance in CRE; investors should monitor CRE portfolio performance and underwriting discipline .
- Compensation structure: Equity‑dominant awards (no 2024 cash bonus) indicate emphasis on sustained value creation; clawbacks and ownership rules further tie pay to performance while curbing risk .