Kristin Lesher
About Kristin Lesher
Senior Executive Vice President and Chief Wholesale Banking Officer at Truist (TFC). Joined in February 2024 after more than two decades at Wells Fargo leading commercial/middle-market coverage; age 52 and one year of service at Truist as of FY2024 . She reports directly to the CEO and leads Corporate & Investment Banking, Commercial Banking, Commercial Real Estate, and Wealth . Company performance in 2024 (her first full year) included EPS $3.81 (exceeded plan), CET1 11.5%, TBVPS+Dividend growth 47%, and One-Year TSR 23.7% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Wells Fargo | Executive Vice President, Head of Commercial Banking Coverage | Oct 2021–Nov 2023 | Led national commercial banking coverage; preceded Truist hire . |
| Wells Fargo | Head of East Region Commercial Banking | Nov 2018–Oct 2021 | Ran East region commercial banking franchise . |
| Wells Fargo | Co-Head of Investment Banking Coverage (prior role) | — | Senior coverage leadership prior to regional/middle-market roles . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Girls on the Run International | Former Board Chair; seven-year board member | ~7 years | Non-profit leadership and governance experience . |
Fixed Compensation
| Component | 2024 Value | Notes |
|---|---|---|
| Base Salary | $750,000 | Set for 2024. |
| Cash Bonus | $3,500,000 | Reported in 2024 SCT; labeled “Bonus ($)”. |
| AIP Target | $1,687,500 | Maximum $3,375,000; target equals ~225% of base (derived from $1,687,500 / $750,000) . |
| Non-Equity Incentive Plan Paid | $1,882,090 | 2024 payout reported (includes AIP/LTIP for year). |
| Perquisites & Tax Reimbursements | $89,060 perqs; $60,451 tax reimbursements | Driver for personal travel; relocation reimbursement ($87,129) with tax reimbursement; attorney review; required cell phone reimbursement. |
Performance Compensation
Long-Term Incentive Design (2024 grants)
| Award Type | Metric | Weighting | Key Terms | Grant Detail |
|---|---|---|---|---|
| PSUs | Adjusted diluted EPS – absolute growth | 75% | 3-year performance (FY2024–FY2026); subject to CET1 minimum and operating loss/risk outcome forfeiture . | 58,861 target PSUs; grant-date fair value $1,749,349 . |
| PSUs | Adjusted diluted EPS – relative growth | 25% | TSR modifier ±20%; vest on Mar 15 following performance period end . | Included in 58,861 target PSUs . |
| LTIP (cash) | EPS-focused (per CD&A) | — | 3-year cycle; threshold 12.5%, max 150% of target; paid in cash . | Target $1,260,000 . |
| RSUs (annual) | Stock price appreciation | — | Vests in thirds each Mar 15 in 2026, 2027, 2028; subject to operating loss/risk outcome forfeiture . | 51,259 RSUs; fair value $1,473,184 . |
| RSUs (one-time new hire) | Stock price appreciation | — | Vests in thirds on Feb 12, 2025, 2026, 2027; subject to standard forfeiture conditions . | 164,492 RSUs; fair value $5,151,889 . |
2024 AIP Scorecard Outcomes (Corporate)
| Measure | 2024 Actual | Original Plan | Final Plan | YoY | Peer Rank | Committee Assessment |
|---|---|---|---|---|---|---|
| EPS ($) | $3.81 | $3.44 | $3.61 | 0.0% | 4 | Exceeded (110–150%) . |
| PPNR ($mm, cont. ops) | $8,811 | $9,163 | $8,943 | (0.6%) | 2 | At (90–110%) . |
| TBVPS + Dividend Growth (%) | 47.0% | 22.5% | 53.5% | 47.0% | 1 | At (90–110%) . |
| Adjusted NIE ($mm) | $11,330 | $14,100 | $11,462 | +0.4% (better) | 3 | Exceeded (110–150%) . |
| CET1 Capital Ratio (%) | 11.5% | 10.6% | 11.8% | +1.4pp | 5 | Exceeded (110–150%) . |
| One-Year TSR (%) | 23.7% | — | — | — | 10 | Below (70–90%) . |
| Corporate Funding (AIP) | 107.5% of target | — | — | — | — | Overall funding decision . |
Program features: Structured scorecard spanning primary/secondary financials and strategic priorities; adjustments to isolate core performance; risk-based reductions possible for negative risk outcomes .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Beneficial Ownership (1/31/2025) | 0 common shares; 54,831 RSUs vesting within 60 days; total 54,831 (<1%) . |
| RSU Vesting (annual 2024 grant) | 17,087 on 3/15/2026; 17,086 on 3/15/2027; 17,086 on 3/15/2028 . |
| RSU Vesting (new hire grant) | 54,831 on 2/12/2025; 54,831 on 2/12/2026; 54,830 on 2/12/2027 . |
| Unvested PSUs | 88,291 (performance period 1/1/2024–12/31/2026; vest 3/15/2027) . |
| Ownership Guidelines | CEO 6x salary; other execs 3x salary; 5-year grace or until met via awarded shares/RSUs; executives either met or within grace as of 12/31/2024 . |
| Hedging/Pledging | Prohibited for directors and executive officers; none currently pledged/hedged . |
Employment Terms
- Offer letter: Appointed Chief Wholesale Banking Officer effective February 2024; reports solely and directly to the CEO; role designated Executive Leadership .
- Severance & change-of-control economics (as of 12/31/2024):
- Other than Cause/for Good Reason or Qualifying Termination after Change of Control: Severance $4,875,000; Pro-Rata Bonus $1,882,090; LTIP $420,000; PSUs $2,553,390; RSUs $9,359,279; Welfare benefits $32,340; Total $19,122,099 (same totals for death/disability and qualifying termination scenarios) .
- Severance plan requires compliance with non-compete and non-solicit conditions as a prerequisite to termination payments .
- Clawback: All executive awards (cash/equity other than base salary) subject to recoupment under Executive Compensation Recoupment Policy, 2022 Incentive Plan, and award agreements for misconduct or materially inaccurate metrics .
- No excise tax gross-ups: The program does not provide excise tax gross-ups; hedging/pledging prohibited; limited perquisites .
- Pension/SERP: No accrued pension/DB benefits reported for Lesher in 2024 .
- Perquisites: Relocation reimbursement ($87,129) and related tax reimbursements ($60,451); driver for personal travel; attorney review; required cell phone reimbursement .
Investment Implications
- High equity-at-risk mix and stringent performance design: 675% of base salary target LTI with PSU metrics tied to absolute/relative adjusted EPS and a TSR modifier, plus CET1 minimums and risk outcome forfeiture, aligns pay with durable value creation and capital strength .
- Near-term supply from vesting: New-hire RSUs vest in equal tranches on Feb 12 of 2025, 2026, 2027 (54,831 per tranche), and annual RSUs vest in equal tranches Mar 15 of 2026–2028, creating potential scheduled settlement-related liquidity but trading is constrained by blackout periods and insider policy .
- Retention and severance economics: The severance package (aggregate illustrative payout ~$19.1M under qualifying termination) and significant unvested PSU/RSU balances indicate strong retention levers; payments require adherence to non-compete/non-solicit and change-of-control requires a qualifying termination (double-trigger framework implied by table structure) .
- 2024 corporate performance supports incentive outcomes: EPS and CET1 outperformance versus plan and peer ranks led to AIP funding at 107.5% despite TSR lagging peers, indicating operational momentum in her business remit during first-year tenure .