Velarion · Company Intelligence
Compensation Brief
Fiscal year 2025 · Filings through 2026-06-25

Meridian (MRBK)

Fiscal year 2025 executive and director compensation, incentive-plan design, equity activity, and governance — every figure in this brief is traceable to its exact location in the company’s SEC filing — the document, the section, the page, and the table, linked directly.

$1,677,997
Christopher Annas total, FY2025
CEO pay percentile vs peers
CEO-to-median pay ratio
98.26%
Say-on-pay support, latest vote
Companies that benchmark against MRBK
10 companies name MRBK as a compensation peer

Each company listed discloses MRBK in its own benchmarking peer group, as disclosed in each company's most recent proxy statement within the last two proxy seasons. Two companies are therefore absent by design: one that named MRBK in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.

01

Summary Compensation Table — fiscal year 2025

Named executive officerSalaryBonusStock awardsOption awardsNon-equity incentivePension / NQDCAll otherTotal
Christopher Annas$622,000$510,000$264,000$0$0$0$281,997$1,677,997
Chairman, President and Chief Executive Officer
Denise Lindsay396,000280,000132,00000092,453900,453
Executive Vice President and Chief Financial Officer
Clarence Martindell290,00085,00079,20000064,864519,064
Executive Vice President, Commercial Real Estate Lending

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Named executive officerFY2025 totalFY2024 totalFY2023 totalΔ FY20242025
Christopher Annas$1,677,997
Denise Lindsay900,453
Clarence Martindell519,064

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

02

Equity transactions since the proxy statement was filed

Every insider equity transaction reported on Form 4 after the 2025 proxy statement — acquisitions, dispositions, exercises, and withholdings — and therefore not reflected in any table in that document.

InsiderRoleTransaction dateCodeSharesPriceValueSecuritySource
Dividend-equivalent accruals2026-04-296001 insider, 3 accrual rows
Edward J. HollinDirector2026-04-29A200142,776CommonForm 4 ↗
Edward J. HollinDirector2026-04-29A200122,444CommonForm 4 ↗
Edward J. HollinDirector2026-04-29A200132,600CommonForm 4 ↗
Kenneth Thomas WarrinerDirector2026-04-30A1,0001818,415CommonForm 4 ↗
Robert T. HollandDirector2026-05-07A10,500880,010CommonForm 4 ↗
Robert T. HollandDirector2026-05-07D10,50000Derivative, Class A CommonForm 4 ↗
Kenneth Thomas WarrinerDirector2026-05-11A5020998CommonForm 4 ↗
Kenneth Thomas WarrinerDirector2026-05-11A1,0001818,000CommonForm 4 ↗
Anthony M. ImbesiDirector2026-05-13A1,0001717,381CommonForm 4 ↗
Christopher J. AnnasDirector2026-06-08D42,00000Derivative, Class A CommonForm 4 ↗
Christopher J. AnnasDirector2026-06-08A42,0008320,040CommonForm 4 ↗
Christopher J. AnnasDirector2026-06-08D16,64219320,026CommonForm 4 ↗

Transaction codes per Form 4: A acquisition · S open-market sale · F tax withholding · M option exercise · G gift. Value = shares × price as reported. Dividend-equivalent and fractional-share accrual rows (derivative Class A, under $10,000 and under 2,000 shares) are aggregated per date; every row appears in full below.

View all 15 transactions
InsiderRoleTransaction dateCodeSharesPriceValueSecuritySource
Edward J. HollinDirector2026-04-29D200$0$0Derivative, Class A CommonForm 4 ↗
Edward J. HollinDirector2026-04-29D20000Derivative, Class A CommonForm 4 ↗
Edward J. HollinDirector2026-04-29A200142,776CommonForm 4 ↗
Edward J. HollinDirector2026-04-29A200122,444CommonForm 4 ↗
Edward J. HollinDirector2026-04-29A200132,600CommonForm 4 ↗
Edward J. HollinDirector2026-04-29D20000Derivative, Class A CommonForm 4 ↗
Kenneth Thomas WarrinerDirector2026-04-30A1,0001818,415CommonForm 4 ↗
Robert T. HollandDirector2026-05-07A10,500880,010CommonForm 4 ↗
Robert T. HollandDirector2026-05-07D10,50000Derivative, Class A CommonForm 4 ↗
Kenneth Thomas WarrinerDirector2026-05-11A5020998CommonForm 4 ↗
Kenneth Thomas WarrinerDirector2026-05-11A1,0001818,000CommonForm 4 ↗
Anthony M. ImbesiDirector2026-05-13A1,0001717,381CommonForm 4 ↗
Christopher J. AnnasDirector2026-06-08D42,00000Derivative, Class A CommonForm 4 ↗
Christopher J. AnnasDirector2026-06-08A42,0008320,040CommonForm 4 ↗
Christopher J. AnnasDirector2026-06-08D16,64219320,026CommonForm 4 ↗
03

Grants of plan-based awards — fiscal year 2025

ExecutiveAwardGrant dateThresholdTargetGrantedMaximumGrant-date fair value
Denise LindsayOTHER$132,000
Clarence MartindellOTHER79,200
Christopher AnnasOTHER264,000
03b

Vehicle mix — grant-date fair value by award type

Grant-level vehicle detail not disclosed.

% performance-vested = PSU grant-date fair value ÷ (RSU + PSU + Options), a computed value with the derivation shown in the register.

04

Outstanding equity awards at fiscal year-end 2025

ExecutiveAwardShares unvestedExercise priceMarket value unvested
Clarence MartindellOption9,00014.43
Christopher AnnasOption30,00014.43
Denise LindsayOption15,00014.43
Christopher AnnasOption20,00014.5
Clarence MartindellOption1,50010
Denise LindsayOption10,00014.5
Christopher AnnasOption5,00010
Clarence MartindellOption6,00014.5
Denise LindsayOption2,50010
05

Incentive-plan design — the Compensation Discussion & Analysis

The Corporation believes that executive compensation should be structured in a way that aligns with long term shareholder value.

CEO STI target (% of salary)75%
CEO LTI target (% of salary)
Independent consultant
Clawback policyTrue
Anti-hedgingTrue
Anti-pledgingTrue
06

Say-on-pay — recent advisory votes

Meeting yearMeeting dateForAgainstAbstainSupportOutcome
20262026-05-288,212,283145,5476,20398.26%Passed
20252025-05-227,170,396967,76024,20688.11%Passed
20242024-05-217,964,057167,326591,09397.94%Passed
20232023-05-257,708,98166,322346,87199.15%Passed

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

Meeting yearMeeting dateApproval — company's computation
20262026-05-2898.26%a
20252025-05-2288.11%b
20242024-05-2197.94%c

a. Approved under the standard stated in the filing — “The proposals being considered at the Annual Meeting are as follows: Proposal Vote Requirement Effect of Abstention Effect of Broker Non-Vote 1 Election of Directors Highest number of votes cast No effect No effect 2 Advisory Vote on Executive Compensation Affirmative vote of a majority of the votes cast No effect No effect 3 Ratification of the appointment of Crowe, LLP as Meridian's independent auditor Affirmative vote of a majority of the votes cast No effect No effect Recommendation of the Board The Board recommends that Meridian shareholders vote as follows: Proposal Vote Recommendation 1 Electi k and the executive or, if applicable, the executive's legally authorized representative), (ii) by the Bank or its successor as a condition to the consummation of (or entry into, provided the transaction is consummated) the change in control (as defined in the CIC Agreement) transaction, or (iii) by the executive for "good reason" (as defined in the CIC) during the twenty four (24) month period following the date that the change in control occurs, such executive shall be entitled to receive a lump sum equal to one (1) times his base salary and performance and discretionary bonus opportunity in effect, the annual contribution to any then-existing Supplemental Executive Retirement Plan, as well as the replacement cost for one (1) year of any other benefits, including but not limited to medical, disability and life insurance.”.

b. Approved under the standard stated in the filing — “The proposals being considered at the Annual Meeting are as follows: Proposal Vote Requirement Effect of Abstention Effect of Broker Non-Vote 1 Election of Directors Highest number of votes cast No effect No effect 2 Advisory Vote on Executive Compensation Affirmative vote of a majority of the votes cast No effect No effect 3 Ratification of the appointment of Crowe, LLP as Meridian's independent auditor Affirmative vote of a majority of the votes cast No effect No effect Recommendation of the Board The Board recommends that Meridian shareholders vote as follows: Proposal Vote Recommendation 1 Electi m disability plan covering employees (or, if no such plan is in place, then as determined by a physician agreement to both the Bank and the executive or, if applicable, the executive's legally authorized representative), (ii) by the Bank or its successor as a condition to the consummation of (or entry into, provided the transaction is consummated) the change in control (as defined in the CIC Agreement) transaction, or (iii) by the executive for "good reason" (as defined in the CIC) during the twelve (12) month period following the date that the change in control occurs, such executive shall be entitled to receive a lump sum equal to 100% of their base salary and performance bonus opportunity in effect as well as the replacement cost of any other benefits, including but not limited to medical, disability and life insurance.”.

c. Approved under the standard stated in the filing — “NTENTS The proposals being considered at the Annual Meeting are as follows: Proposal ​ ​ Vote Requirement ​ ​ Effect of Abstention ​ ​ Effect of Broker Non-Vote ​ 1 ​ ​ Election of Directors ​ ​ Highest number of votes cast ​ ​ No effect ​ ​ No effect ​ 2 ​ ​ Advisory Vote on Executive Compensation ​ ​ Affirmative vote of a majority of the votes cast ​ ​ No effect ​ ​ No effect ​ 3 ​ ​ Ratification of the appointment of Crowe, LLP as Meridian's independent auditor ​ ​ Affirmative vote of a majority of the votes cast ​ ​ No effect ​ ​ No effect ​ Recommendation of the Board The Board recommends that Meridian shareholders vote as follows: Proposal ring employees (or, if no such plan is in place, then as determined by a physician agreement to both the Bank and such executive or, if applicable, such executive's legally authorized representative), (ii) by the Bank or its successor as a condition to the consummation of (or entry into, provided the transaction is consummated) the change in control (as defined in the CIC Agreement) transaction, or (iii) by such executive for "good reason" ​(as defined below) during the twenty-four (24) month period following the date that the change in control occurs, such executive shall be entitled to receive a lump sum equal to 100% of their base salary and performance bonus opportunity in effect as well as the replacement cost of any other benefits, including but not limited to medical, disability and life insurance.”.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

07

CEO pay ratio

Ratio (CEO : median employee)
CEO total compensation
Median employee compensation
08

Director compensation — fiscal year 2025

DirectorCash feesStock awardsOption awardsNon-equity incentiveAll otherTotal
Robert T. HollandIndependent · Lead Independent Director · Audit (Chair) · Compensation · Loan · Governance and Nominating · Risk Management$100,000$0$0$0$0$100,000
Anthony M. ImbesiIndependent · Audit · Compensation (Chair) · Governance and Nominating · Risk Management78,500000078,500
Edward J. HollinIndependent · Compensation · Loan · Governance and Nominating · Risk Management72,000000072,000
Robert M. CasciatoIndependent · Loan (Chair) · Governance and Nominating · Risk Management68,000000068,000
George C. CollierIndependent · Compensation · Governance and Nominating · Risk Management64,000000064,000
Christine M. HelmigIndependent · Audit · Governance and Nominating · Risk Management64,000000064,000
Christopher J. AnnasEmployee director · Board Chair · Loan · Risk Management00000
Denise LindsayEmployee director · Risk Management (Chair)00000
09

Board fee structure and ownership guideline

Annual cash retainer$56,000
Annual equity retainer$0
Per board meeting fee
Committee chair fees (audit / comp / nom-gov)12,000 / 12,000 / 12,000
Stock ownership guideline
09b

Total cost of the board

ComponentFY2025
Cash retainers and fees$446,500
Equity awards (grant-date value)$0
All other compensation$0
Total cost of the board$446,500

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

10b

Chief executive pay against the peer group

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

RankCompanyFYChief executiveSalaryStock awardsOption awardsNon-equity incentiveTotal
1Meridian2025Christopher Annas$622,000$264,000$0$0$1,677,997

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

11

Source register

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.

#SupportsDocumentFiledAccessionLocation in document
1Section 01, Christopher AnnasDEF 14A2026-04-060001750735-26-000027Section “SUMMARY COMPENSATION TABLE” · page 23. As printed: 1,677,997. Filing ↗machine: t18 · r2 · c16 · span 375734–375743
2Section 01, Denise LindsayDEF 14A2026-04-060001750735-26-000027Section “SUMMARY COMPENSATION TABLE” · page 23. As printed: 900,453. Filing ↗machine: t18 · r5 · c11 · span 382771–382778
3Section 01, Clarence MartindellDEF 14A2026-04-060001750735-26-000027Section “SUMMARY COMPENSATION TABLE” · page 23. As printed: 519,064. Filing ↗machine: t18 · r8 · c11 · span 389781–389788
4Section 03, Denise Lindsay OTHERDEF 14A0001750735-26-000018Section “Summary Compensation Table” · grants of plan-based awards table. Filing ↗machine: t15 · r5 · c3 · span 296634–296641
5Section 03, Clarence Martindell OTHERDEF 14A0001750735-26-000018Section “Summary Compensation Table” · grants of plan-based awards table. Filing ↗machine: t15 · r6 · c3 · span 297431–297437
6Section 03, Christopher Annas OTHERDEF 14A0001750735-26-000018Section “Summary Compensation Table” · grants of plan-based awards table. Filing ↗machine: t15 · r4 · c3 · span 295845–295852
7Section 07, pay ratio10-K2026-03-130001750735-26-000009Section “CEO Pay Ratio”. As printed: —. Filing ↗
8Section 08, Robert T. HollandDEF 14A2026-04-060001750735-26-000027Section “Director Compensation”. As printed: 100,000. Filing ↗machine: t9 · r5 · c1 · span 198290–198297
9Section 08, Anthony M. ImbesiDEF 14A2026-04-060001750735-26-000027Section “Director Compensation”. As printed: 78,500. Filing ↗machine: t9 · r7 · c1 · span 200031–200037
10Section 08, Edward J. HollinDEF 14A2026-04-060001750735-26-000027Section “Director Compensation”. As printed: 72,000. Filing ↗machine: t9 · r6 · c1 · span 199173–199179
11Section 08, Robert M. CasciatoDEF 14A2026-04-060001750735-26-000027Section “Director Compensation”. As printed: 68,000. Filing ↗machine: t9 · r2 · c2 · span 195662–195668
12Section 08, George C. CollierDEF 14A2026-04-060001750735-26-000027Section “Director Compensation”. As printed: 64,000. Filing ↗machine: t9 · r3 · c1 · span 196546–196552
13Section 08, Christine M. HelmigDEF 14A2026-04-060001750735-26-000027Section “Director Compensation”. As printed: 64,000. Filing ↗machine: t9 · r4 · c1 · span 197432–197438
14Section 08, Christopher J. AnnasDEF 14A2026-04-060001750735-26-000027Section “Director Compensation”. As printed: 0. Filing ↗
15Section 08, Denise LindsayDEF 14A2026-04-060001750735-26-000027Section “Director Compensation”. As printed: 0. Filing ↗
16Section 02, Edward J. Hollin 2026-04-29Form 42026-04-300001751826-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
17Section 02, Edward J. Hollin 2026-04-29Form 42026-04-300001751826-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
18Section 02, Edward J. Hollin 2026-04-29Form 42026-04-300001751826-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
19Section 02, Edward J. Hollin 2026-04-29Form 42026-04-300001751826-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
20Section 02, Edward J. Hollin 2026-04-29Form 42026-04-300001751826-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
21Section 02, Edward J. Hollin 2026-04-29Form 42026-04-300001751826-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
22Section 02, Kenneth Thomas Warriner 2026-04-30Form 42026-04-300002131880-26-000004Insider equity transaction reported since the proxy statement. Filing ↗
23Section 02, Robert T. Holland 2026-05-07Form 42026-05-080001751825-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
24Section 02, Robert T. Holland 2026-05-07Form 42026-05-080001751825-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
25Section 02, Kenneth Thomas Warriner 2026-05-11Form 42026-06-250002131880-26-000006Insider equity transaction reported since the proxy statement. Filing ↗
26Section 02, Kenneth Thomas Warriner 2026-05-11Form 42026-06-250002131880-26-000006Insider equity transaction reported since the proxy statement. Filing ↗
27Section 02, Anthony M. Imbesi 2026-05-13Form 42026-05-140001751807-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
28Section 02, Christopher J. Annas 2026-06-08Form 42026-06-100001751789-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
29Section 02, Christopher J. Annas 2026-06-08Form 42026-06-100001751789-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
30Section 02, Christopher J. Annas 2026-06-08Form 42026-06-100001751789-26-000002Insider equity transaction reported since the proxy statement. Filing ↗
31Section 06, 2026 voteForm 8-K2026-05-290001750735-26-000053Item 5.07 · say-on-pay result. As reported: 98.26% (votes for as printed: 8,212,283). Filing ↗
32Section 06, 2025 voteForm 8-K2025-05-220001750735-25-000047Item 5.07 · say-on-pay result. As reported: 88.11% (votes for as printed: 7,170,396). Filing ↗
33Section 06, 2024 voteForm 8-K2024-05-210001750735-24-000049Item 5.07 · say-on-pay result. As reported: 97.94% (votes for as printed: 7,964,057). Filing ↗
34Section 09b board cost (computed)ComputedcomputedCash 446,500 + equity 0 + all other 0 = 446,500, summed across the director compensation table rows.machine: formula: Σ = 446,500
35Meridian (subject), Section 10b CEO totalDEF 14A2026-04-060001750735-26-000027CEO total compensation as printed in Meridian's own proxy. As printed: 1,677,997. Filing ↗machine: t18 · r2 · c16 · span 375734–375743