David DeMilia
About David DeMilia
David M. DeMilia is Executive Vice President and President of Tompkins Community Bank Hudson Valley (appointed June 2021), having joined Tompkins in April 2008; age 49 as of February 28, 2025 . 2024 Company performance metrics tied to his incentives were strong: Core EPS $5.01 vs. $4.70 target; Core Revenue/Share $20.97 vs. $20.71; Core PPNR/Share $7.15 vs. $6.69, driving 100% corporate achievement and a $112,800 short‑term incentive payout for DeMilia . Pay‑versus‑performance disclosures show 2024 TSR value of $88.20 on $100 initial investment, Net Income $70.85 million, and ROAE 10.33% .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Tompkins Mahopac Bank | Regional Vice President (Commercial banking, Westchester County) | 2008–2014 | Built commercial relationships in Westchester and grew lending portfolio . |
| Tompkins Mahopac Bank | Senior Vice President | 2014–2018 | Senior leadership responsibility over commercial banking activities . |
| Tompkins Community Bank Hudson Valley | Senior Commercial Loan Officer | Oct 2018–Jun 2021 | Led HV market commercial credit origination and portfolio management . |
| Tompkins Community Bank Hudson Valley | President | Jun 2021–present | Oversees Tompkins’ Hudson Valley operations, strategy, revenue and deposit growth . |
External Roles
No public company directorships or external roles disclosed for DeMilia .
Fixed Compensation
| Component | 2024 Value | Notes |
|---|---|---|
| Base Salary (Jan 2024) | $317,700 | Merit budget 3%; salary review in Q2 . |
| Base Salary (May 2024) | $328,800 (3.49% increase) | Effective May 2024 . |
| Target Short‑Term Incentive | 35% of base salary | 60% corporate / 40% individual weighting . |
| Perquisites | $4,447 vehicle use; $9,975 club dues; $1,081 life insurance premium | Limited perquisites policy . |
| Retirement Contributions (Company) | 401(k) match $6,497; 2% employer $6,497; ESOP $6,497; discretionary 401(k) $21,563; DC SERP $52,608 | DC SERP equals 16% of base rate; vesting rules below . |
Performance Compensation
Short‑Term Incentive (2024 performance paid Feb 2025)
| Metric | Weight | Target | Actual | Component Achievement | Payout Impact |
|---|---|---|---|---|---|
| Corporate: Core EPS (diluted) | 60% of STI | $4.70 | $5.01 | 100% corporate achievement | Contributes full weight to payout . |
| Corporate: Core Revenue/Share | 60% of STI | $20.71 | $20.97 | 100% corporate achievement | Contributes full weight to payout . |
| Corporate: Core PPNR/Share | 60% of STI | $6.69 | $7.15 | 100% corporate achievement | Contributes full weight to payout . |
| Individual Goals | 40% of STI | Pre‑set FY24 goals | Assessed 95% | 95% individual achievement | Partial credit to payout . |
| Actual STI Paid | — | — | — | — | $112,800 |
Notes: Corporate metrics were equally weighted within the corporate component; “Core” metrics exclude securities gains/losses and restructuring costs .
Long‑Term Equity Awards (Granted Nov 12, 2024)
| Award Type | Quantity | Vesting / Performance | Measurement Window |
|---|---|---|---|
| Performance‑based RSUs (Target) | 805 | Vest at target if avg ROAE ≥ FRB Peer Group 50th percentile; max if avg ROAE ≥ peer and Core EPS grows 10% on average | FY2025–FY2027 . |
| Performance‑based RSUs (Max) | 1,208 | As above | FY2025–FY2027 . |
| Time‑based Restricted Stock | 805 | 0% year 1; 25% vesting in years 2–5 | 5‑year schedule . |
Retirement eligibility provisions: if an NEO retires meeting eligibility, performance RSUs remain eligible subject to a 3‑year non‑compete; Committee may adjust for non‑recurring items (policy detail) .
Equity Ownership & Alignment
Beneficial Ownership (as of Mar 17, 2025)
| Category | Shares | Notes |
|---|---|---|
| Total Beneficially Owned | 8,386 | <1% of class . |
| ESOP/401(k) | 2,199 | Plan holdings . |
| Restricted Stock (unvested) | 3,334 | Time‑based awards outstanding . |
| Options/SSARs exercisable ≤60 days | 255 | Grant 11/09/2016; exercisable . |
Outstanding Equity Awards (12/31/2024)
| Award | Quantity | Market/Terms |
|---|---|---|
| Unvested Restricted Stock (time‑based) | 3,334 | $226,145 market value at $67.83 close 12/31/2024 . |
| Performance Awards (uneared/unvested) | 2,695 | $182,802 market/payout value . |
| Exercisable SSARs | 255 | Grant 11/09/2016; exercise price $76.90; expires 11/09/2026 . |
Alignment policies: Executives are prohibited from hedging and from pledging more than the lesser of 1,000 shares or 20% of their beneficially owned equity; directors have minimum share ownership guidelines (executive ownership guidelines not disclosed) .
Employment Terms
| Term | Detail |
|---|---|
| Employment Agreement | Company does not maintain employment contracts or a severance plan covering NEOs; severance/change‑in‑control economics flow through SERP/DC SERP and equity plans . |
| DC SERP (Defined Contribution) | Company contributes 16% of base rate annually; 2024 Company contribution $52,608; aggregated DC SERP account balance $53,457 (registrant contributions $51,372; 2024 earnings $2,085) . |
| DC SERP Vesting | 100% vested at age 65; partial at age 63; qualifying disability/death provisions; 7‑installment payout at retirement; change‑in‑control (CIC) deems service to age 65 and 100% vesting . |
| CIC Cash Continuation | Annual “Other Benefits” (base pay + average bonus/profit sharing + welfare benefits) $442,874 per year for 3 years, with age‑based reductions starting at 61 . |
| Equity on CIC | If awards not assumed in CIC: immediate full vesting; performance awards deemed at target; cashout possible; double‑trigger vesting if terminated without cause or resigns for good reason within 24 months post‑CIC . |
| Clawback | Amended & Restated Clawback Policy to recover incentive‑based compensation upon material restatements; award agreements permit alteration/reduction upon certain conduct . |
| Non‑Compete/Restrictive Covenants | Performance RSU retirement eligibility contingent on 3‑year non‑competition; accelerated vesting retirement program requires restrictive covenants including non‑solicitation . |
| Insider Trading / Hedging/Pledging | Insider trading policy in place; hedging prohibited and pledging limited (see Alignment policies) . |
Performance & Track Record
| Period | Company Performance Indicators |
|---|---|
| 2024 | TSR value $88.20 from $100 base; Net Income $70,850k; ROAE 10.33% . |
| Incentive Metrics (2024) | Core EPS $5.01 vs. $4.70 target; Core Revenue/Share $20.97 vs. $20.71; Core PPNR/Share $7.15 vs. $6.69 . |
| Say‑on‑Pay | 2024 advisory approval 96.69%; program revised to include pre‑set STI goals . |
Compensation Peer Group & Benchmarking
| Use | Detail |
|---|---|
| Executive pay benchmarking | 2024 peer group (Aon consultant) includes 24 banks (Northeast/Mid‑Atlantic; $5–$13B assets); no formal percentile target policy . |
| Performance RSU benchmarking | FRB BHCPR Peer Group 2 ROAE percentile used for 2025–2027 awards . |
Risk Indicators & Red Flags
- Hedging banned; pledging limited—reduces misalignment risk .
- No standalone employment contract or broad severance plan; retention primarily via DC SERP cliff vesting and ongoing equity grants—CIC double‑trigger protections apply .
- Committee may adjust performance metrics for non‑recurring items (policy applied in CEO prior award evaluation); governance oversight disclosed .
Investment Implications
- Strong pay‑for‑performance linkage: 2024 STI fully tied to Core EPS/Revenue/PPNR and individual goals; DeMilia’s 100% corporate/95% individual achievement produced a $112.8k payout, signaling operational execution in HV within Company targets .
- Retention risk mitigated by 16% DC SERP contributions with vesting cliffs and multi‑year equity vesting (0/25/25/25/25); however, 100% vesting at CIC and three‑year cash continuation could elevate selling pressure if strategic changes occur .
- Alignment safeguards (clawback, hedging/pledging prohibitions, double‑trigger CIC equity vesting) reduce governance risk and discourage short‑termism; ownership at <1% limits personal liquidity pressure but also modest “skin‑in‑the‑game” optics .
- Hudson Valley leadership continuity since 2021, combined with quantified 2024 corporate over‑achievement on Core metrics, supports confidence in regional execution; monitor future ROAE vs. FRB peer group and Core EPS trajectory to gauge PSUs realization and potential insider selling windows as time‑based tranches vest .