Barry Harvey
Executive Vice President, Chief Credit and Operations Officer (Trustmark Bank) at 
TRUSTMARK
TRUSTMARKExecutive
About Barry Harvey
Barry Harvey (listed in filings as Robert B. Harvey) is Executive Vice President and Chief Credit & Operations Officer at Trustmark National Bank, overseeing credit, IT, and operational activities; he joined Trustmark in 1999 and has over three decades of financial services experience with expertise in portfolio management and credit analysis . His current role was formalized on June 1, 2021, when his responsibilities were expanded from Chief Credit Officer to Chief Credit & Operations Officer . Company performance during his tenure includes adjusted 2024 continuing net income of $186.3 million (up 17% year over year) and adjusted diluted EPS of $3.04, reflecting strong alignment of incentive payouts with EPS, efficiency ratio, NPAs, and core non‑interest expense targets . Operationally, Trustmark reported Q2 2025 diluted EPS of $0.92, ROA of 1.21%, and ROATE of 13.13%, with solid credit quality and capital ratios, contextually validating credit execution under Harvey’s purview .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Trustmark National Bank | Executive Vice President, Chief Credit Officer | Through Jun 1, 2021 | Led enterprise credit function; positioned to expand remit |
| Trustmark National Bank | Executive Vice President, Chief Credit & Operations Officer | Jun 1, 2021 – Present | Directs credit, IT, and operations; strategic guidance for lending and deposit functions |
| Trustmark (Corporate/Bank) | Senior leadership (joined company) | 1999 – Present | Portfolio management and credit analysis expertise across business cycles |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| — | None disclosed in latest proxies/earnings materials for Harvey | — | — |
Fixed Compensation
Base salary in effect (Harvey):
| Metric | 2021 | 2023 | 2024 |
|---|---|---|---|
| Base Salary ($) | $400,000 | $422,280 | $430,726 |
Summary Compensation (Harvey):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | $406,667 | $419,900 | $426,503 |
| Stock Awards ($) | $249,936 | $247,110 | $305,638 |
| Non‑Equity Incentive Plan ($) | $391,680 | $324,184 | $516,872 |
| All Other Compensation ($) | $27,777 | $59,141 | $56,653 |
| Total ($) | $1,076,060 | $1,161,936 | $1,305,666 |
Target annual bonus opportunity (% of salary):
| Metric | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Target Bonus % of Salary | 50% | 60% | 60% | 60% |
Actual annual cash incentive paid (Harvey):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| MIP Payout ($) | $391,680 | $324,184 | $516,872 |
All Other Compensation detail (illustrative, 2022):
| Component | 2022 ($) |
|---|---|
| Dividends on Unvested Time‑Based Restricted Stock | $9,477 |
| 401(k) Match | $18,300 |
| Total (selected items) | $27,777 |
Performance Compensation
Annual Management Incentive Plan (MIP) design (Harvey):
| Feature | 2021 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Corporate Goal Metric | EPS (50% weighting for Harvey) | EPS (corporate goal; 40% weighting for Harvey) | EPS (corporate goal; 40% weighting for Harvey) | EPS (50% of total) |
| Strategic/Operational Drivers | Efficiency ratio; NPAs ratio | Efficiency; NPAs; Core Non‑Interest Expense (weighted) | Efficiency; NPAs; Core Non‑Interest Expense | Efficiency ratio 20%; NPAs/Total loans 10%; Adjusted Non‑Interest Expense split for NEOs: 10% corporate + 10% LOB |
| Payout Range vs Target | 50%–200% | 50%–200% | 50%–200% | 50%–200% (linear interpolation; no discretionary adjustments) |
2024 MIP corporate metrics and results (apply to Harvey’s corporate components):
| Metric | Weight (Harvey) | Threshold (50%) | Target (100%) | Max (200%) | Actual | Performance Factor | % of Target Credit |
|---|---|---|---|---|---|---|---|
| EPS | 50% | $2.16 | $2.54 | $2.92 | $3.15 | 2.00 | 100% |
| Efficiency Ratio | 20% | 69.64% | 66.32% | 63.00% | 62.70% | 2.00 | 40% |
| NPAs/Total Loans (+ ORE) | 10% | 0.98% | 0.82% | 0.66% | 0.65% | 2.00 | 20% |
| Adjusted Non‑Interest Expense (Corporate) | 10% | $521.825mm | $511.593mm | $501.361mm | $500.440mm | 2.00 | 20% (corporate component) |
| Adjusted Non‑Interest Expense (Harvey LOB) | 10% | Not disclosed | Not disclosed | Not disclosed | Varies by LOB results | Not disclosed | Varies |
2024 payout outcome (Harvey): Target 60% of base salary; actual award = 200% of target ($516,872), approved Feb 11–12, 2025 and paid on/around Mar 15, 2025 .
Long‑Term Equity Incentives (grants and design):
| Grant Year | Grant Date | PSUs Threshold/Target/Max (#) | RSUs (#) | Grant Date Fair Value ($) |
|---|---|---|---|---|
| 2021 | Feb 17, 2021 | 592 / 3,382 / 6,764 | 3,382 | $101,531 (PSU); $101,663 (RSU) |
| 2024 | Feb 14, 2024 | 814 / 4,651 / 9,302 | 4,650 (Feb 14) | $124,033 (PSU); $124,155 (RSU) |
| 2024 | Dec 3, 2024 | — | 1,500 (time‑based RSU) | $57,450 |
PSU vesting example: PSUs granted in 2022 vested at 181.0% based on three‑year performance through 12/31/2024 (combined vesting outcome; applies program‑wide) .
Stock vested:
| Metric | 2023 | 2024 |
|---|---|---|
| Performance‑based shares vested (value) | $86,582 | Included in “Stock Awards Vested” total |
| Time‑based shares/RSUs vested (value) | $91,738 | Included in “Stock Awards Vested” total |
| Total Shares Acquired on Vesting (#) | — | 7,457 |
| Total Value Realized on Vesting ($) | $178,320 | $199,387 |
Equity Ownership & Alignment
Beneficial ownership (shares):
| Metric | 2023 (as of Feb 1, 2023) | 2024 (as of Feb 1, 2024) | 2025 (as of Jan 31, 2025) |
|---|---|---|---|
| Shares Beneficially Owned (#) | 36,204 | 41,707 | 50,071 |
| % of Outstanding | <1% (not shown where <1%) | <1% (not shown where <1%) | <1% (not shown where <1%) |
Outstanding unvested awards:
| Date | Time‑Based Unvested (#) | Performance‑Based Unearned (#) | Market/Payout Value ($) |
|---|---|---|---|
| Dec 31, 2023 | 11,354 | 12,048 | $316,549 (time‑based); $335,898 (performance) |
Ownership guidelines and compliance:
- Executive stock ownership guidelines: CEO 5x base salary; Executive Strategy Committee 2x; Other Executive Management 1.5x; shares counted include unvested time‑based restricted stock; pledged shares excluded .
- Compliance: Harvey met the minimum ownership requirement in 2023; executives must hold 100% of shares from stock awards until reaching guidelines .
- Hedging/pledging: Prohibited for directors, officers, and employees; no director or executive officer currently has pledged Trustmark stock .
Insider selling pressure signals:
- 2024 vesting of 7,457 shares ($199,387) indicates scheduled liquidity events; however, 100% holding requirement applies until guideline attainment (which Harvey has met), and pledging/hedging are prohibited, reducing forced‑sale pressure .
Employment Terms
Change‑in‑Control and termination economics (Harvey):
| Scenario (as of year‑end) | Severance ($) | RS Equity – Accelerated Vesting ($) | Executive Deferral Plan ($) | Health & Welfare ($) | Total ($) |
|---|---|---|---|---|---|
| CIC termination (12/31/2022) | $1,421,898 | $623,029 | $32,227 | $36,438 | $2,113,592 |
| CIC termination (12/31/2023) | $1,533,494 | $575,332 | — | $36,438 | $2,145,264 |
| CIC termination (12/31/2024) | $1,568,870 | $681,096 | — | $40,230 | $2,290,196 |
Key terms and protections:
- Agreements use “best net” excise tax approach (reduce benefits only if it increases after‑tax value); double‑trigger required (termination without cause or for good reason in connection with a CIC) .
- Accelerated vesting for time‑based and performance‑based equity in qualifying terminations and CIC circumstances (pro‑rata/service‑ and performance‑based as specified) .
- General release required to receive payments; for NEOs other than the CEO, Company can retain amounts if confidentiality, non‑solicit, or non‑compete covenants are breached under the CIC agreement .
- Clawback: Comprehensive policy adopted Oct 24, 2023 under Rule 10D‑1; recovery of excess incentive compensation over three prior fiscal years upon restatement .
- Tax gross‑ups: None provided for CIC compensation; “best net” applies .
Deferred compensation and pension:
| Plan | 2023 Activity/Balance | 2024 Present Value |
|---|---|---|
| Non‑Qualified Deferred Compensation Plan (NQDC) | Trustmark contributions $23,935; aggregate earnings $271,272; year‑end balance $980,618 | — |
| Executive Deferral Plan | — | Present value $1,234,982; 19 years credited service |
Performance & Track Record
- Management and execution recognition: Discretionary bonuses for PPP management and CECL implementation ($50,000 total in 2020; $25,000 in 2021) signal targeted value creation in critical initiatives .
- Credit discipline and portfolio selectivity: Harvey commentary highlights selective structuring and pricing amidst competitive dynamics; stable C&I utilization at ~36% through Q4 2024/Q1 2025 .
- Provisioning/ACL governance: Q1 2025 funding provision of $8.1 million; migration to internal PDs increased qualitative provision component, consistent with credit risk prudence .
- CRE risk management: Proactive customer engagement and extension options moderated payoffs; expectation for second‑half 2025 maturities management; CRE book ~$5.3 billion under active monitoring .
Equity Ownership & Alignment (Pledging/Guidelines)
- No pledging or hedging permitted; none currently pledged by directors or executive officers .
- Harvey met ownership guideline minimum in 2023; executives must hold 100% of shares from awards until compliant .
Compensation Structure Analysis
- Cash vs Equity mix: Equity grants (RSUs/PSUs) consistently form material components (e.g., 2024 RSU/PSU grant date fair values totaling ~$305k) and MIP payouts scale with EPS/efficiency outcomes, keeping pay at risk and performance‑linked .
- Shift toward RSUs/PSUs: No options outstanding since at least 2021; long‑term incentives delivered via restricted stock/RSUs/PSUs reduce risk of option repricing and improve alignment .
- Payout rigor: 2024 MIP outcomes at ~200% of target reflect exceptional corporate results against revised targets that adjusted for significant non‑routine items, preserving comparability and alignment .
Related Party Transactions and Red Flags
- Hedging/pledging: Prohibited; none pledged by execs — positive alignment signal .
- Tax gross‑ups: None for CIC benefits — shareholder‑friendly .
- Option repricing: No options outstanding — repricing risk absent .
- Clawback: Implemented per SEC/Nasdaq — reduces moral hazard .
Equity Ownership & Alignment
| Aspect | Detail |
|---|---|
| Stock Ownership Guideline | Other Executive Management: 1.5x base salary; complied (2023) |
| Holding Requirement | 100% of shares from awards until compliant |
| Pledging/Hedging | Prohibited; none pledged |
Investment Implications
- Alignment: Harvey’s incentives are tightly linked to EPS, efficiency ratio, NPAs, and core expense—metrics that drove a 200% MIP payout for 2024, indicating robust pay‑for‑performance alignment as adjusted EPS rose to $3.04 and adjusted continuing net income rose 17% YoY .
- Retention risk: CIC severance in the low‑to‑mid $2.1–$2.29 million range (rising from 2022 to 2024), with accelerated vesting and health benefits, and non‑compete/non‑solicit provisions, suggests moderate retention protections and reduced flight risk in a transaction scenario .
- Trading signals: Scheduled RSU/PSU vesting (7,457 shares vested in 2024; total value ~$199k) plus sizable unvested awards (time‑based ~11.4k; performance ~12.0k at 12/31/23) can create periodic supply, but pledging/hedging bans and guideline holding requirements dampen forced‑sale pressure .
- Execution risk: Competitive loan pricing and provisioning dynamics (migration to internal PDs, qualitative provision increases) require continued discipline; Q2 2025 capital ratios and credit metrics were strong, supporting continued performance under Harvey’s credit oversight .