David Oman
TEXAS CAPITAL BANCSHARES INC/TXAbout David Oman
David W. Oman (age 57) is Managing Director and Chief Risk Officer (CRO) of Texas Capital Bancshares and Texas Capital Bank, appointed June 10, 2024; he chairs the Executive Risk Committee and oversees enterprise risk, including the firm’s risk appetite framework . Oman previously led PwC’s Financial Risk Practice engagements and held senior risk roles at BNY Mellon and predecessor J.P. Morgan entities . Under the firm’s transformation, 2024 bonus metrics achieved ROAA of 0.76% and efficiency ratio of 67% leading to financial-measure payouts above target , and 2025 YTD records include ROATCE 12.0%, EPS $2.18, revenue $340mm, and total deposits $27.5bn, reflecting improved risk-adjusted performance during his tenure window .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| PwC | Managing Director, Financial Risk Practice | May 2023–Jun 2024 | Delivered financial and non-financial risk solutions to fintechs, regional/international banks and GSIBs . |
| BNY Mellon | Senior risk management practitioner (wholesale/retail banking) | Jun 2018–Oct 2022 | Covered credit, market and operational risks, contributing to enterprise risk management . |
| J.P. Morgan predecessor banks | Risk roles (early career) | Not disclosed | Foundational experience across credit, market, and operational risk domains . |
External Roles
- No public-company directorships or committee roles disclosed for Oman .
Fixed Compensation
| Component (USD) | 2024 |
|---|---|
| Base Salary | $309,375 |
| Target Annual Incentive (Bonus) | $440,000 |
| Actual Annual Incentive Paid | $511,856 |
| Sign-on Bonus | $350,000 (includes $250,000 forfeited bonus replacement; $100,000 relocation) |
| Other (401(k) employer contributions) | $8,250 |
| Total Reported Compensation | $1,679,501 |
Performance Compensation
| Metric | Weight | Target | Actual | Achievement % | Payout Contribution |
|---|---|---|---|---|---|
| Return on Average Assets (ROAA) | 35% | 0.65% | 0.76% | 137% | 48.0% |
| Efficiency Ratio | 35% | 68% | 67% | 110% | 38.5% |
| Financial Measures Subtotal | — | — | — | — | 86.5% |
| Management Strategic Objectives | 30% | 85% achieved | Varies by NEO | Varies | Varies |
| Aggregate 2024 AIP Payout (Oman) | — | — | — | — | 116.3% of target ($511,856 on $440,000 target) |
Long-term incentives:
- 2024 RSUs: Oman received time-based RSUs only; no 2024 PRSUs are listed for Oman. Grant on 7/1/2024 of 8,243 time-based RSUs (fair value $500,020), vesting ratably over three years .
- Outstanding at 12/31/2024: 8,243 unvested RSUs ($644,603 at $78.20/share) .
Note: 2024 special one-time cliff RSU awards on 7/29/2024 were granted to other NEOs; Oman did not receive this one-time award .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (common) | — shares; less than 1% of outstanding as of 2/19/2025 . |
| Vested vs. Unvested | 8,243 time-based RSUs unvested at 12/31/2024 ($644,603) . |
| Options | None disclosed . |
| Pledging/Hedging | Prohibited under insider trading policy (anti-hedging/anti-pledging) . |
| Stock Ownership Guidelines | 4× base salary for NEOs; compliance status noted for certain NEOs (Holmes, Scurlock, Alvarado) as attained; Oman’s status not listed (new in role) . |
Employment Terms
| Provision | Terms |
|---|---|
| Role start date | June 10, 2024; elected MD & CRO . |
| Severance (no cause/good reason) | 12 months base salary + 1.0× average incentive (prior two years) + 12 months medical/dental/vision under Executive Severance Plan; estimated $805,928 at 12/31/2024 . |
| Change-in-control (double trigger) | 18 months base salary + 1.5× average incentive + 18 months medical/dental/vision; estimated $1,208,892 at 12/31/2024; Company policy prohibits single-trigger payments/accelerations . |
| Equity treatment on termination | Immediate vesting of unvested time-based RSUs and PRSUs at target upon qualifying events as disclosed in the potential payments table; Oman’s estimated equity acceleration $644,603 at 12/31/2024 . |
| Clawback/Recoupment | Comprehensive recoupment policy; long-term awards subject to recoupment and post-vest holding requirements . |
| Tax gross-ups | No excise tax gross-ups on CIC benefits per governance guidelines . |
Compensation Structure Analysis
- 2024 pay mix emphasizes cash AIP linked to ROAA and efficiency ratio plus strategic objectives; Oman’s aggregate payout was 116.3% of target, demonstrating pay-for-performance alignment on defined metrics .
- Oman’s 2024 equity was exclusively time-based RSUs granted mid-year, contrasting with other NEOs who received PRSUs tied to 3-year ROTCE and relative TSR and a 2024 one-time cliff RSU; this indicates a retention-oriented initial grant structure for a new CRO rather than immediate performance equity upside .
- Governance controls include anti-pledging/hedging, robust clawback, and double-trigger CIC only, reducing shareholder risk from misaligned incentives .
Say-on-Pay & Shareholder Feedback
- The company reported that 2024 Say-on-Pay results were higher than the prior year and engaged holders owning 68.8% and met with holders owning 44.8% to discuss compensation metrics and targets, with planned tougher 2025 AIP hurdles versus 2024 .
Compensation Peer Group (Benchmarking)
- Compensation peer group updated in mid-2024 by independent consultant Pearl Meyer; 2025 peers include Bank OZK, Pinnacle Financial, Comerica, Cullen/Frost, Prosperity, Western Alliance, Synovus, KeyCorp, plus investment banks/advisors (e.g., Evercore, Stifel, Piper Sandler, Lazard) to better match platform breadth .
Investment Implications
- Alignment: As a new hire, Oman’s current “skin in the game” is limited (no beneficially owned shares; only unvested RSUs), though 4× salary ownership guidelines apply and anti-pledging/hedging plus clawback reduce misalignment risk .
- Performance tie-ins: Oman’s AIP is linked to bank efficiency and ROAA—metrics where 2024 outperformed targets—suggesting incentive structures that reinforce prudent risk and cost discipline; lack of PRSUs in 2024 for Oman moderates direct linkage to multi-year TSR/ROTCE initially .
- Retention and CIC economics: Double-trigger CIC, no tax gross-ups, and defined severance formulas ($0.81mm–$1.21mm estimated) indicate balanced retention without shareholder-unfriendly provisions; vesting schedules are time-based ratable over three years, which can create periodic selling pressure around vest dates but are manageable given award size .
- Execution risk: The firm’s YTD 2025 record performance metrics and strengthened capital ratios suggest improved risk-adjusted earnings power under the current leadership and governance framework; Oman’s role in the ERC and risk appetite discipline is central to sustaining these outcomes through cycles .