| Year · SCT Total for PEO 1 ($) · SCT Total for PEO 2 ($) · CAP to PEO 1 ($) · CAP to PEO 2 ($) · Average SCT Total for Non- PEO NEOs ($) · Average CAP to Non-PEO NEOs ($) · Year-End Value of $100 Invested on 12/31/2020: · Net Income ($) · EPS ($) |
|---|
| TSR ($) · Peer Group TSR ($) |
|---|
| (a) · (b) · (c) · (c) · (d) · (c)(d) · (e) · (f) |
|---|
| 2023 | 0 | 1,137,008 | 0 | 1,132,396 | 551,053 | 568,935 | 135.13 | 141.16 | 78,004 | 4.36 |
| 2022 | 1,083,896 | 1,591,746 | 1,088,746 | 1,601,451 | 732,813 | 742,633 | 111.37 | 111.31 | 81,814 | 4.59 |
| 2021 | 1,853,539 | - | 1,895,857 | - | 756,261 | 783,671 | 101.72 | 152.38 | 87,939 | 4.94 |
| 2020 | 1,076,169 | - | 1,037,132 | - | 529,376 | 499,399 | 83.32 | 103.30 | 59,504 | 3.35 |
| a) | Jean R. Hale, who served as Chairman and Chief Executive Officer until her retirement on February 7, 2022, is listed as PEO 1. |
| b) | Following Ms. Hale’s retirement, Mark A. Gooch became Vice Chairman, President, and Chief Executive Officer, and as such, is listed as PEO 2 for years 2022 and 2023. |
| c) | SEC rules require certain adjustments be made to the SCT totals to determine CAP as reported in the Pay Versus Performance table. CAP does not necessarily represent cash and/or equity value transferred to the applicable NEO without restriction, but rather is a value calculated under applicable SEC rules. In general, CAP is calculated as SCT total compensation adjusted to include the fair market value of equity awards as of December 31 of the applicable year or, if earlier, the vesting date (rather than the grant date). NEOs do not participate in a defined benefit plan so no adjustment for pension benefits is included in the table below. Similarly, we had no awards that failed to meet vesting conditions. The following table details these adjustments: |
| Year | Executives | SCT Total ($) | Subtract Stock Awards ($) | Add Year- End Equity Value ($) | Change in Value of Prior Equity Awards ($) | Add Change in Value of Vested Equity Awards ($) | Add Dividends Paid on Unvested Shares ($) | CAP ($) |
|---|
| 2023 | PEO 2 | 1,137,008 | 153,796 | 150,221 | (4,302) | (5,619) | 8,884 | 1,132,396 |
| Other NEOs | 551,053 | 40,028 | 59,233 | (3,579) | (2,942) | 5,198 | 568,935 |
| 2022 | PEO 1 | 1,083,896 | 160,989 | 162,546 | - | 1,834 | 1,458 | 1,088,746 |
| PEO 2 | 1,591,746 | 98,622 | 99,576 | 2,932 | 655 | 5,162 | 1,601,451 |
| Other NEOs | 732,813 | 52,687 | 53,196 | 2,557 | 2,802 | 3,952 | 742,633 |
| 2021 | PEO 1 | 1,853,539 | 28,174 | 31,748 | 19,136 | 13,509 | 6,099 | 1,895,857 |
| Other NEOs | 756,261 | 11,485 | 12,941 | 20,088 | 467 | 5,398 | 783,671 |
| 2020 | PEO 1 | 1,076,169 | 64,996 | 53,945 | (31,714) | (3,701) | 7,429 | 1,037,132 |
| Other NEOs | 529,376 | 54,372 | 45,127 | (24,872) | (1,502) | 5,641 | 499,399 |
| d) | For 2020 and 2021, the non-PEO NEOs included Mark A. Gooch, Kevin J. Stumbo, James B. Draughn, and Larry W. Jones. For 2022, Mr. Gooch was excluded from the non-PEO NEOs and Richard W. Newsom and Ricky D. Sparkman were added. In 2023, Mr. Jones was excluded from the non-PEO NEOs due to his retirement in December 2022. |
| e) | CTBI periodically compares its executive pay and business performance, as well as the compensation of the Board of Directors, to a group of comparable, publicly traded financial institutions. In establishing a Peer Group, CTBI seeks to include regional bank holding companies that are similar to CTBI in terms of assets, business lines, and geographic markets. During 2022, the Committee worked with Pearl Meyer to review the Peer Group to ensure it continued to include organizations that were comparable to CTBI based on their similar business lines and geographic locations, as well as their comparable size, reflected by total assets. Based on this review, the Committee determined that it would be appropriate to add the following new peers to the Peer Group: American National Bankshares, Inc., CapStar Financial Holdings, Inc., Republic Bancorp Inc., and SmartFinancial, Inc. The addition of these peers resulted in the Peer Group of twenty-one companies listed below. Following the Committee’s review and adjustment of the Peer Group, the median assets of the Peer Group were $6.12 billion, compared to CTBI’s assets at that time of approximately $5.38 billion. The companies included in the Peer Group ranged in asset size from $3.1 billion to $10.5 billion at the time of the review. This Peer Group was used to establish executive compensation for the year 2023. |
| Bank | Ticker | Bank | Ticker |
|---|
| American National Bankshares, Inc. | AMNB | Horizon Bancorp, Inc. | HBNC |
|---|
| CapStar Financial Holdings, Inc. | CSTR | Lakeland Financial Corporation | LKFN |
|---|
| Carter Bancshares, Inc. | CARE | Mercantile Bank Corporation | MBWM |
|---|
| City Holding Company | CHCO | Nicolet Bankshares, Inc. | NIC |
|---|
| Farmers National Banc Corp. | FMNB | Peoples Bancorp, Inc. | PEBO |
|---|
| First Bancorp | FBNC | QCR Holdings, Inc. | QCRH |
|---|
| First Community Bancshares, Inc. | FCBC | Republic Bancorp, Inc. | RBCAA |
|---|
| First Financial Corporation | THFF | SmartFinancial, Inc. | SMBK |
|---|
| German American Bancorp, Inc. | GABC | Stock Yards Bancorp, Inc. | SYBT |
|---|
| Great Southern Bancorp, Inc. | GSBC | Univest Financial Corporation | UVSP |
|---|
| Home Trust Bancshares, Inc. | HTBI | |
|---|
The Peer Group used to establish executive compensation for 2022 consisted ofseventeen companies with median assets of $5.35 billion, compared to CTBI’s then assets of approximately $5.4 billion. The companies included in the Peer Group ranged in asset size from $3.2 billion to $8.2 billion and are listed below:
| Bank | Ticker | Bank | Ticker |
|---|
| Carter Bancshares, Inc. | CARE | Horizon Bancorp Inc. | HBNC |
|---|
| City Holding Company | CHCO | Lakeland Financial Corporation | LKFN |
|---|
| Farmers National Banc Corp | FMNB | Mercantile Bank Corporation | MBWM |
|---|
| First Bancorp | FBNC | Nicolet Bankshares, Inc. | NCBS |
|---|
| First Community Bancshares, Inc. | FCBC | Peoples Bancorp, Inc. | PEBO |
|---|
| First Financial Corporation | THFF | QCR Holdings, Inc. | QCRH |
|---|
| German American Bancorp, Inc. | GABC | Stock Yards Bancorp, Inc. | SYBT |
|---|
| Great Southern Bancorp Inc. | GSBC | Univest Financial Corporation | UVSP |
|---|
| Home Trust Bancshares | HTBI | |
|---|
Below is a comparison of our TSR for 2023 to the current Peer Group as well as the prior Peer Group for 2022 :
| Year-End Value of $100 Invested on 12/31/2020: |
|---|
| Year | TSR ($) | Current Peer Group TSR ($) | Prior Peer Group TSR ($) |
|---|
| 2023 | 135.13 | 141.16 | 137.72 |
| (f) | CTBI has selected GAAP basic earnings per share as the most important financial performance measure (that is not otherwise disclosed in the Pay Versus Performance Table above) used by CTBI to link compensation actually paid to CTBI’s NEOs for 2023 to CTBI’s performance. |
