Form 4: First BanCorp Executive Reports Stock, PSU Changes

First BanCorp EVP Nayda Rivera reported the acquisition of restricted stock and performance share units, alongside a tax-related disposition of common stock.

Summary

• Nayda Rivera, EVP, CCO, and Chief of Staff of First BanCorp /PR/ (FBP), reported changes in her beneficial ownership of company securities.
• On March 19, 2026, Rivera acquired 13,576 shares of First BanCorp Common Stock at a price of $20.59 per share, issued under the company's Omnibus Incentive Plan.
• These restricted shares will vest over a three-year period, with 50% vesting on March 19, 2028, and the remaining 50% vesting on March 19, 2029.
• On March 21, 2026, Rivera disposed of 2,661 shares of First BanCorp Common Stock at $20.57 per share, which were withheld to cover taxes related to restricted stock that vested on that date.
• Following these transactions, Rivera beneficially owns 250,398 shares of First BanCorp Common Stock.
• Rivera also acquired 13,576 Performance Share Units (PSUs) on March 19, 2026, as part of a performance award.
• Each PSU represents a contingent right to receive one share of FBP common stock, vesting based on the achievement of performance goals, with payouts ranging from 50% to 150% of the award.
• The total number of Performance Share Units beneficially owned by Rivera is 39,328, which includes grants from March 21, 2024 (12,564 shares), March 19, 2025 (13,188 shares), and March 19, 2026 (13,576 shares).

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as a moderately positive, routine disclosure. It reflects standard executive compensation practices designed to align management incentives with long-term company performance, without indicating any significant new operational or financial developments.

Positives

• The acquisition of restricted stock and Performance Share Units aligns the executive's interests with long-term shareholder value through equity ownership and performance incentives.
• The performance-based vesting of PSUs encourages the achievement of specific company goals, potentially driving stronger financial results.

Negatives

• The disposition of 2,661 shares to cover taxes, while a standard practice, reduces the executive's direct shareholding.

Risks

• The Performance Share Units carry a risk for the executive as they will not be paid if actual results of the performance goal are below a threshold level.
• The value of the restricted stock and PSUs is subject to the future market price of FBP common stock, introducing market risk.

Future Outlook

The future outlook for the executive's compensation includes the vesting of restricted stock on March 19, 2028, and March 19, 2029. Additionally, the Performance Share Units will vest based on the achievement of specific performance goals over a defined performance period, with potential payouts ranging from 50% to 150% of the awarded units.

Management Comments

• No direct quotes from company management are provided in this Form 4 filing. However, the issuance of restricted stock and Performance Share Units reflects the company's ongoing strategy to incentivize and retain key executives through long-term equity compensation tied to both time-based vesting and performance metrics.

Industry Context

StockSavvy.ai notes that the use of restricted stock and performance share units is a common and widely accepted practice in executive compensation across the financial services industry. This approach aims to align executive incentives with shareholder interests by linking compensation to both time-based retention and the achievement of strategic and financial performance targets.

Comparison to Industry Standards

• The structure of these awards, combining time-based restricted stock with performance-based share units, is consistent with best practices in executive compensation observed at peer institutions within the U.S. banking sector, such as JPMorgan Chase & Co. or Bank of America Corp., which frequently utilize similar long-term incentive vehicles.
• Performance Share Units, specifically, are a prevalent tool, often tied to metrics like Return on Equity (ROE), Earnings Per Share (EPS) growth, or Total Shareholder Return (TSR), similar to programs seen at regional banks like Comerica Incorporated or Zions Bancorporation, N.A., ensuring compensation is directly linked to company performance.
• The three-year vesting schedule for restricted stock is also a standard duration, providing a balance between retention and long-term alignment, comparable to equity award programs at many publicly traded companies.

Stakeholder Impact

• Shareholders: The awards align executive interests with shareholder value creation through equity ownership and performance-based incentives.
• Employees: The compensation structure may serve as a benchmark or motivator for other key employees within the company.
• Management: The executive's compensation is directly tied to the company's long-term performance and stock price, providing strong incentives.

Next Steps

• The restricted stock will vest 50% on March 19, 2028, and the remaining 50% on March 19, 2029.
• The Performance Share Units will vest based on the degree of achievement of performance goals over their respective performance periods.

Key Dates

Recommendation

This Form 4 filing details routine executive compensation and does not contain new material information that would fundamentally alter the investment thesis for First BanCorp. While the awards align executive incentives, they are standard practice and do not warrant a change in investment recommendation based solely on this disclosure.

Keywords

FBP, First BanCorp, Insider Transaction, Form 4, Executive Compensation, Restricted Stock, Performance Share Units, Equity Award, Stock Ownership