| 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 $100 Invested on 12/31/2019: · Net Income ($) (in thousands) · EPS ($) |
|---|
| TSR ($) · Peer Group TSR ($) |
|---|
| (a) · (b) · (c) · (c) · (d) · (c)(d) · (e) · (f) |
|---|
| 2024 | 0 | 1,314,119 | 0 | 1,352,906 | 561,005 | 584,837 | 125.93 | 121.20 | 82,813 | 4.61 |
| 2023 | 0 | 1,137,008 | 0 | 1,132,396 | 551,053 | 568,935 | 135.13 | 141.16 | 78,004 | 4.36 |
| 2022 | 1,083,896 | 1,591,746 | 1,088,746 | 1,601,451 | 732,813 | 742,633 | 111.37 | 111.31 | 81,814 | 4.59 |
| 2021 | 1,853,539 | - | 1,895,857 | - | 756,261 | 783,671 | 101.72 | 152.38 | 87,939 | 4.94 |
| 2020 | 1,076,169 | - | 1,037,132 | - | 529,376 | 499,399 | 83.32 | 103.30 | 59,504 | 3.35 |
| a) | Jean R. Hale, who served as Chairman and Chief Executive Officer until her retirement on February 7, 2022, is listed as PEO 1. |
| b) | Following Ms. Hale’s retirement, Mark A. Gooch became Chief Executive Officer, and as such, is listed as PEO 2 for years 2022, 2023, and 2024. |
| c) | SEC rules require certain adjustments be made to the SCT totals to determine CAP as reported in the Pay Versus Performance table. CAP does not necessarily represent cash and/or equity value transferred to the applicable NEO without restriction, but rather is a value calculated under applicable SEC rules. In general, CAP is calculated as SCT total compensation adjusted to include the fair market value of equity awards as of December 31 of the applicable year or, if earlier, the vesting date (rather than the grant date). NEOs do not participate in a defined benefit plan so no adjustment for pension benefits is included in the table below. Similarly, we had no awards that failed to meet vesting conditions. The following table details these adjustments: |
| Year | Executives | SCT Total ($) | 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 ($) | CAP ($) |
|---|
| 2024 | PEO 2 | 1,314,119 | 0 | 0 | 34,535 | (3,514) | 7,766 | 1,352,906 |
| Other NEOs | 561,005 | 0 | 0 | 20,861 | (1,608) | 4,579 | 584,837 |
| 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, to a group of comparable, publicly traded financial institutions (“Peer Group”). 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 2024, 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 this review, the Committee determined that it would be appropriate to add Capital City Bank Group Inc., First Mid Bancshares, Inc., Midland States Bancorp, Inc., and Independent Bank Corporation to the Peer Group and remove Capstar Financial Holdings, Inc., Carter Bankshares, Inc., and Horizon Bancorp, Inc. These changes resulted in the Peer Group of twenty-one companies listed below. The Committee believes the Peer Group provides a reasonable basis of comparison for CTBI due to their similar business lines and geographic locations, as well as their comparable size, reflected by total assets. Following the Committee’s review and adjustment of the Peer Group, the median assets of the Peer Group were $6.2 billion, compared to CTBI’s assets of approximately $6.2 billion. The companies included in the Peer Group ranged in asset size from $3.2 billion to $9.2 billion at the time of the review. |
| Bank | Ticker | Bank | Ticker |
|---|
| Capital City Bank Group, Inc. | CCBG | Mercantile Bank Corporation | MBWM |
|---|
| City Holding Company | CHCO | Midland States Bancorp, Inc. | MSBI |
|---|
| Farmers National Banc Corp. | FMNB | Nicolet Bankshares, Inc. | NIC |
|---|
| First Community Bancshares, Inc. | FCBC | Peoples Bancorp Inc. | PEBO |
|---|
| First Financial Corporation | THFF | QCR Holdings, Inc. | QCRH |
|---|
| First Mid Bancshares, Inc. | FMBH | Republic Bancorp, Inc. | RBCA.A |
|---|
| German American Bancorp, Inc. | GABC | SmartFinancial, Inc. | SMBK |
|---|
| Great Southern Bancorp, Inc. | GSBC | Stock Yards Bancorp, Inc. | SYBT |
|---|
| HomeTrust Bancshares, Inc. | HTBI | Univest Financial Corporation | UVSP |
|---|
| Independent Bank Corporation | IBCP | Wilson Bank Holding Company | WBHC |
|---|
| Lakeland Financial Corporation | LKFN | |
|---|
The Peer Group used to establish executive compensation for 2023 consisted oftwenty-one companies with median assets of $6.1 billion, compared to CTBI’s assets at that time of approximately $5.4 billion. The companies included in the Peer Group ranged in asset size from $3.1 billion to $10.5 billion and are listed below:
| 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 | |
|---|
Below is a comparison of our TSR for 2024 to the current Peer Group as well as the prior Peer Group for 2023:
| Year-End Value of $100 Invested on 12/31/2019: |
|---|
| Year | TSR ($) | Current Peer Group TSR ($) | Prior Peer Group TSR ($) |
|---|
| 2024 | 125.93 | 121.20 | 120.35 |
| (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 2024 to CTBI’s performance. |
