Form 4: Trico Bancshares Executive Judi Giem Reports Stock Awards

Judi Giem, Chief Human Resources Officer of Trico Bancshares, reports the acquisition of performance-based restricted stock units and restricted stock units.

Summary

• Judi Giem, Chief Human Resources Officer of Trico Bancshares, filed a Form 4 on March 4, 2024, reporting transactions from March 1, 2024.
• The report details the grant of 1,220 Performance Stock Units (PSUs) and 1,220 Restricted Stock Units (RSUs).
• The PSUs cliff vest after 3 years, with the number of shares vesting between 0% and 150% based on Trico Bancshares' total stockholder return relative to the KBW Regional Banking Index.
• The RSUs vest 33.3% per year over 3 years, and cash dividends on RSUs are reinvested in shares of Trico Bancshares' common stock at fair market value.
• The per unit value on the grant date was $35.67, based on the 30-day average closing price of Trico Bancshares' common stock ending March 1, 2024.
• Following the reported transactions, Giem directly owns 4,174 derivative securities related to the PSUs and 3,885 derivative securities related to the RSUs.

Sentiment

Score: 6

Explanation: The document is a routine disclosure of stock awards, which is neutral in sentiment. It reflects standard compensation practices.

Positives

• The grant of PSUs and RSUs aligns executive compensation with company performance and shareholder value.
• The vesting schedules encourage long-term commitment from the executive.
• Reinvestment of cash dividends in RSUs further aligns executive interests with shareholder interests.

Risks

• The value of the PSUs is dependent on Trico Bancshares' performance relative to the KBW Regional Banking Index, which is subject to market fluctuations.
• The value of the RSUs is subject to the market price of Trico Bancshares' common stock, which can fluctuate.

Future Outlook

The vesting of the PSUs is contingent on the company's performance relative to the KBW Regional Banking Index over the next three years. The RSUs will vest annually over the next three years.

Industry Context

Stock awards are a common form of executive compensation in the banking industry, aligning management interests with shareholder value. The use of performance-based units ties compensation to specific performance metrics, such as relative total shareholder return.

Comparison to Industry Standards

• Many regional banks use a combination of time-based and performance-based equity awards to incentivize executives.
• Comparing Trico Bancshares' executive compensation structure to peers in the KBW Regional Banking Index would provide further context.
• Companies like First Republic Bank (before its acquisition) and PacWest Bancorp also utilized similar equity-based compensation plans.

Stakeholder Impact

• Shareholders may view the stock awards positively as they align executive compensation with company performance.
• Employees may be motivated by the potential for similar stock awards based on company performance.

Key Dates