BCB BANCORP INC
For the period ended Apr 24, 2025. Filed Mar 20, 2025.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Apr 24, 2025 · Filed Mar 20, 2025
Use the contents to explore the available documents and sections.
Contents
PAY VERSUS PERFORMANCE
In accordance with rules adopted by the Securities and Exchange Commission pursuant to the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, we provide the following disclosure regarding executive compensation for our principal executive officer (“PEO”)
and non-PEO NEOs
and Company performance for the fiscal years listed below. The Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the years shown.
| Year · Summary Compensation Table Total for PEO¹ ($) · Compensation Actually Paid to PEO1,2,3 ($) · Average Summary Compensation Table Total forNon-PEO NEOs1 ($) · Average Compensation Actually Paid toNon-PEO NEOs 1,2,3 ($) · Value of Initial Fixed $100 Investment Based on:4 | ||||||||
|---|---|---|---|---|---|---|---|---|
| TSR ($) · Peer GroupTSR ($) · Net Income ($ Millions) · PPNR5($) | ||||||||
| (a) · (b) · (c) · (d) · (e) · (f) · (g) · (h) | ||||||||
| 2024 | 860,491 | 860,491 | 550,912 | 676,062 | 109 | 144 | 18,623 | 92,021 |
| 2023 | 984,444 | 984,439 | 445,548 | 495,768 | 112 | 107 | 29,483 | 104,062 |
| 2022 | 1,615,316 | 1,593,934 | 483,328 | 544,443 | 149 | 98 | 45,579 | 113,945 |
| 2021 | 1,270,996 | 1,272,253 | 325,798 | 340,863 | 124 | 119 | 34,240 | 97,393 |
| 1. | Michael A Shriner was our PEO for 2024. Thomas M. Coughlin was our PEO for 2023 and 2022. The individuals comprising the non-PEO NEOs for each fiscal year are listed below. |
| 2021 | 2022 | 2023 | 2024 |
| Ryan Blake, COO | Ryan Blake, COO | Ryan Blake, COO | Ryan Blake, COO |
| Kenneth Emerson, CSRO | Kenneth Emerson, CSRO | Kenneth Emerson, CSRO | Jawad Chaudhry, CFO |
| Thomas Keating, CFO | Jawad Chaudhry, CFO | Jawad Chaudhry, CFO | David R. Garcia, CLO |
| David R. Garcia, CLO | David R. Garcia, CLO | David R. Garcia, CLO | Sandra Sievewright, CCO |
| 2. The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. 3. Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards and Option Awards column are the totals from the Stock Awards and Option Awards columns of our 2023 Summary Compensation Table on page 27. | |||
|---|---|---|---|
| Summary CompensationTable Totalfor PEO ($) · Exclusion of Stock Awards and Option Awards forPEO ($) · Inclusion of Equity Values for PEO ($) · Compensation Actually Paid to PEO ($) | ||||
|---|---|---|---|---|
| 2024 | 860,491 | - | - | 860,491 |
| 2023 | 984,444 | - | (5) | 984,439 |
| 2022 | 1,615,316 | (354,170) | 332,788 | 1,593,934 |
| 2021 | 1,270,996 | (42,936) | 44,193 | 1,272,253 |
| Year | Average Summary Compensation TableTotal for Non-PEO NEOs ($) | Average Exclusion of Stock Awards andOption Awards for Non-PEO NEOs ($) | Average Inclusion ofEquity Values for Non-PEO NEOs ($) | Average Compensation Actually Paid toNon-PEONEOs ($) |
|---|---|---|---|---|
| 2024 | 550,912 | (118,000) | 243,150 | 676,062 |
| 2023 | 445,548 | (37,341) | 87,561 | 495,768 |
| 2022 | 483,328 | (42,774) | 103,889 | 544,443 |
| 2021 | 325,798 | (807) | 15,872 | 340,863 |
The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:
| Year | Year-End FairValue of Equity Awards Granted During Year That Remained Unvested as of Last Day of Fiscal Year for PEO ($) | Change in Fair Value from Last Day of Prior Fiscal Year to Last Day of Fiscal Year of Unvested Equity Awards for PEO ($) | Vesting-DateFair Value of Equity Awards Granted During Year that Vested During Year for PEO ($) | Change in Fair Value from Last Day of Prior Fiscal Year to Vesting Date of Unvested Equity Awards that Vested During Fiscal Year for PEO ($) | Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for PEO ($) | Value of Dividends or Other Earnings Paid on Equity Awards Not Otherwise Included for PEO ($) | Total—Inclusion of Equity Values for PEO ($) |
|---|---|---|---|---|---|---|---|
| 2024 | — | — | — | — | — | — | — |
| 2023 | — | (7) | — | 2 | — | — | (5) |
| 2022 | 53,970 | (43,266) | 320,450 | 1,634 | — | — | 332,788 |
| 2021 | 37,032 | (40,457) | — | 47,618 | — | — | 44,193 |
| Year | Average Year-End Fair Value of Equity Awards Granted During Fiscal Year That Remained Unvested as of Last Dayof Fiscal Year for Non-PEO NEOs ($) | Average Change in Fair Value from Last Day of Prior Fiscal Year to Last Day of Fiscal Year of Unvested Equity Awards forNon-PEONEOs ($) | Average Change in Fair Value from Last Day of Prior Fiscal Year to Vesting Date of Unvested Equity Awards That Vested During Fiscal Year forNon-PEO NEOs ($) | Total—Average Inclusion of Equity Values forNon-PEONEOs ($) |
|---|---|---|---|---|
| 2024 | 148,000 | 30,000 | 65,150 | 243,150 |
| 2023 | 81,122 | 6,439 | — | 87,561 |
| 2022 | 8,051 | 6,538 | 89,300 | 103,889 |
| 2021 | 9,065 | 6,807 | — | 15,872 |
| 4. | The referenced Peer Group TSR utilizes the S&P U.S. BMI Banks Index, which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Annual Report for the fiscal year ended March 31, 2024. The comparison assumes $100 was invested for the period starting March 31, 2020, through the end of the listed fiscal year in the Company and in the S&P U.S. BMI Banks Index, respectively. Historical stock performance is not necessarily indicative of future stock performance. |
| 5. | Pre-Provision Net Revenue (“PPNR”) represents the sum of the Company’s net interest income and non-interest income less expenses, excluding its provision for loan losses. |
Description of Relationship Between PEO
and Non-PEO NEO
Compensation Actually Paid and Company Total Shareholder Return (“TSR”)
the total shareholder return information for the S&P US BMI Banks Index and the NASDAQ Composite Index, and the Company’s cumulative TSR over the four most recently completed fiscal years.
| Pay vs Performance TSR Table | ||||
|---|---|---|---|---|
| Index | 12/31/21 | 12/31/22 | 12/31/23 | 12/31/24 |
| BCB Bancorp, Inc. | 123.68 | 149.25 | 112.27 | 109.45 |
| NASDAQ Composite Index | 177.06 | 119.45 | 172.77 | 223.87 |
| S&P U.S. BMI Banks Index | 118.61 | 98.38 | 107.32 | 143.68 |
| Compensation Element | ||||
| Compensation Actually Paid to Non-PEOs ($000s) | 341 | 544 | 496 | 676 |
| Compensation Actually Paid to PEO ($000s) | 1,272 | 1,594 | 984 | 860 |
Description of Relationship Between PEO and
Non-PEO NEO
Compensation Actually Paid and Net Income
and our Net Income during the four most recently completed fiscal years.
Description of Relationship Between PEO and
Non-PEO NEO
Compensation Actually Paid and
Pre-Provision
Net Revenue (“PPNR”)
and our PPNR during the four most recently completed fiscal years.
Company’s Most Important Financial Performance Measures
The following were the most important financial performance measures used to
link
our named executive officers’ compensation actually paid to the Company’s financial performance for the most recently completed fiscal year:
Pre-Provision
Net Revenue, the Total Risk-Based Capital Ratio,
Non-Performing
Assets as a Percentage of Total Assets, and the Net Interest Margin.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.