Form 4: Pacific Premier Bancorp Executive Tom Rice Reports Stock Transactions

Tom Rice, SEVP/Chief Innovation Officer of Pacific Premier Bancorp, reports stock transactions including share withholding for tax liabilities, a transfer to the Rice Family Trust, and holdings of restricted stock units.

Summary

• On March 31, 2024, Tom Rice had 2,098 shares of PPBI common stock withheld to cover tax liabilities related to the vesting of restricted stock awards at a price of $24 per share.
• On April 2, 2024, Rice transferred 1,902 directly owned shares of PPBI common stock to the Rice Family Trust at $0 per share.
• Following these transactions, Rice directly owns 34,607 shares and indirectly owns 73,039 shares through the Rice Family Trust.
• Rice also holds restricted stock units (RSUs) that represent the right to receive shares of PPBI common stock, with targeted amounts of 9,477, 14,051, and 15,480 units.
• Vesting of these RSUs is contingent upon the achievement of predetermined performance goals over a 3-year period, with potential payouts ranging from 0% to 200% of the targeted amount.
• Performance goals are based on the company's 3-year average relative total shareholder return percentile range, average ROAA percentile performance, and average ROATCE percentile performance, all compared to the Keefe, Bruyette & Woods, Inc. Regional Banking Index (KRX).

Sentiment

Score: 5

Explanation: The document is a standard regulatory filing detailing stock transactions. It doesn't inherently convey positive or negative sentiment, but rather provides factual information about an executive's holdings and transactions.

Future Outlook

The vesting of restricted stock units is dependent on the company's performance over a 3-year period, with potential payouts ranging from 0% to 200% of the targeted amount based on TSR, ROAA, and ROATCE compared to the KRX index.

Industry Context

This filing is a routine disclosure of stock transactions by a company executive, which is common in the financial industry. The performance-based vesting of restricted stock units is a typical incentive structure used to align management's interests with those of shareholders.

Comparison to Industry Standards

• Performance-based equity compensation is a common practice among publicly traded companies, particularly in the financial sector.
• Companies like Bank of America, JP Morgan Chase, and Wells Fargo also utilize similar metrics such as TSR, ROAA, and ROATCE to determine vesting of executive compensation.
• The Keefe, Bruyette & Woods, Inc. Regional Banking Index (KRX) is a standard benchmark for regional banks, making it a relevant comparison group for Pacific Premier Bancorp's performance.

Related Party Transactions

• Tom Rice transferred 1,902 shares of PPBI common stock to the Rice Family Trust, a related party transaction.

Stakeholder Impact

• The vesting of restricted stock units is tied to the company's performance, which directly impacts shareholders through total shareholder return.
• The performance metrics used for vesting (ROAA and ROATCE) also reflect the company's profitability and efficiency, which are important to shareholders and creditors.

Key Dates