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.
Each company listed discloses PBFS 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 PBFS in an earlier year and no longer does, and one whose own most recent disclosure is older than the last two seasons.
| Named executive officer | Salary | Bonus | Stock awards | Option awards | Non-equity incentive | Pension / NQDC | All other | Total |
|---|---|---|---|---|---|---|---|---|
| Thomas Amell | $742,758 | $0 | $0 | $0 | $319,899 | $0 | $24,547 | $1,087,204 |
| President and Chief Executive Officer | ||||||||
| Patrick Hughes | 361,887 | 0 | 0 | 0 | 155,736 | 0 | 24,527 | 542,150 |
| Executive Vice President and Chief Financial Officer | ||||||||
| Jesse Tomczak | 345,825 | 0 | 0 | 0 | 148,824 | 0 | 23,318 | 517,967 |
| Executive Vice President and Chief Banking Officer | ||||||||
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.
| Named executive officer | FY2025 total | FY2024 total | FY2023 total | Δ FY2024→2025 |
|---|---|---|---|---|
| Thomas Amell | $1,087,204 | $2,803,317 | — | −1,716,113 |
| Patrick Hughes | 542,150 | 1,438,245 | — | −896,095 |
| Jesse Tomczak | 517,967 | 1,402,366 | — | −884,399 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
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.
| Insider | Role | Transaction date | Code | Shares | Price | Value | Security | Source |
|---|---|---|---|---|---|---|---|---|
| Jesse Tomczak | EVP and CBO | 2026-05-21 | D | 3,605 | $15 | $53,967 | Common | Form 4 ↗ |
| Susan M. Hollister | EVP and CHRO | 2026-05-21 | D | 2,523 | 15 | 37,769 | Common | Form 4 ↗ |
| Thomas Signor | EVP and CAO | 2026-05-21 | D | 1,442 | 15 | 21,587 | Common | Form 4 ↗ |
| Susan M. Hollister | EVP and CHRO | 2026-06-01 | A | 22,389 | 16 | 360,284 | Common | Form 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.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Jesse Tomczak | RSU | 40,000 | — | $539,200 |
| Jesse Tomczak | Option | 80,000 | 9.39 | — |
| Patrick Hughes | Option | 80,000 | 9.39 | — |
| Patrick Hughes | RSU | 40,000 | — | 539,200 |
| Thomas Amell | Option | 160,000 | 9.39 | — |
| Thomas Amell | RSU | 72,000 | — | 970,560 |
The Compensation Committee considers a number of factors in their decisions regarding executive compensation, including the level of responsibility and performance of the individual executive officers, the overall performance of Pioneer Bancorp, and a peer group analysis of compensation paid at institutions of comparable size and complexity. The Compensation Committee also considers the recommendations of the Chief Executive Officer with respect to the compensation of executive officers other than the Chief Executive Officer. The charter reflects the Compensation Committee's commitment to create a compensation structure that encourages the achievement of long-range objectives and builds long-term value for stockholders.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Meridian Compensation Partners, LLC |
| Clawback policy | — |
| Anti-hedging | True |
| Anti-pledging | True |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-05-19 | 21,138,783 | 273,291 | 57,584 | 98.72% | Passed |
| 2025 | 2025-05-20 | 20,857,226 | 1,338,049 | 146,209 | 93.97% | 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.
| Meeting year | Meeting date | Approval — company's computation |
|---|---|---|
| 2026 | 2026-05-19 | 98.72%a |
| 2025 | 2025-05-20 | 93.97%b |
a. Voting standard not stated in the filing.
b. Voting standard not stated in the filing.
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.
| Ratio (CEO : median employee) | — |
|---|---|
| CEO total compensation | — |
| Median employee compensation | — |
| Director | Cash fees | Stock awards | Option awards | Non-equity incentive | All other | Total |
|---|---|---|---|---|---|---|
| Edward ReinfurtIndependent · Audit · Compensation · Nominating and Corporate Governance | $64,000 | $0 | $0 | $0 | $0 | $64,000 |
| Dr. James K. ReedIndependent · Board Chair · Audit (Chair) · Compensation (Chair) · Nominating and Corporate Governance (Chair) | 64,000 | 0 | 0 | 0 | 0 | 64,000 |
| Eileen C. BagnoliIndependent · Audit · Compensation · Nominating and Corporate Governance | 63,200 | 0 | 0 | 0 | 0 | 63,200 |
| Shaun MahoneyIndependent | 63,200 | 0 | 0 | 0 | 0 | 63,200 |
| Stacy HengstermanIndependent | 62,800 | 0 | 0 | 0 | 0 | 62,800 |
| Charles SeifertIndependent · Audit · Compensation · Nominating and Corporate Governance | 58,600 | 0 | 0 | 0 | 0 | 58,600 |
| Madeline D. TaylorIndependent · Departed during FY | 26,600 | 0 | 0 | 0 | 0 | 26,600 |
| Thomas L. AmellEmployee director | 0 | 0 | 0 | — | 0 | 0 |
| Annual cash retainer | $0 |
|---|---|
| Annual equity retainer | — |
| Per board meeting fee | $4,600 |
| Committee chair fees (audit / comp / nom-gov) | — |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $402,400 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $0 |
| Total cost of the board | $402,400 |
Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.
Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.
| Rank | Company | FY | Chief executive | Salary | Stock awards | Option awards | Non-equity incentive | Total |
|---|---|---|---|---|---|---|---|---|
| 1 | Pioneer Bancorp, Inc. | 2025 | Thomas Amell | $742,758 | $0 | $0 | $319,899 | $1,087,204 |
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.
Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.
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.
| # | Supports | Document | Filed | Accession | Location in document |
|---|---|---|---|---|---|
| 1 | Section 01, Thomas Amell | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Summary Compensation Table”. As printed: 1,087,204. Filing ↗machine: t48 · r4 · c23 · span 241845–241854 |
| 2 | Section 01, Patrick Hughes | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Summary Compensation Table”. As printed: 542,150. Filing ↗machine: t48 · r7 · c23 · span 261394–261401 |
| 3 | Section 01, Jesse Tomczak | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Summary Compensation Table”. As printed: 517,967. Filing ↗machine: t48 · r10 · c23 · span 280320–280327 |
| 4 | Section 07, pay ratio | 10-K | 2026-03-12 | 0001104659-26-027092 | Section “CEO Pay Ratio”. As printed: —. Filing ↗ |
| 5 | Section 08, Edward Reinfurt | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Director Compensation”. As printed: 64,000. Filing ↗ |
| 6 | Section 08, Dr. James K. Reed | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Director Compensation”. As printed: 64,000. Filing ↗machine: t72 · r8 · c3 · span 584404–584410 |
| 7 | Section 08, Eileen C. Bagnoli | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Director Compensation”. As printed: 63,200. Filing ↗machine: t72 · r5 · c3 · span 573053–573059 |
| 8 | Section 08, Shaun Mahoney | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Director Compensation”. As printed: 63,200. Filing ↗ |
| 9 | Section 08, Stacy Hengsterman | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Director Compensation”. As printed: 62,800. Filing ↗ |
| 10 | Section 08, Charles Seifert | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Director Compensation”. As printed: 58,600. Filing ↗machine: t72 · r10 · c3 · span 591800–591806 |
| 11 | Section 08, Madeline D. Taylor | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Director Compensation”. As printed: 26,600. Filing ↗machine: t72 · r11 · c3 · span 595429–595435 |
| 12 | Section 08, Thomas L. Amell | DEF 14A | 2026-04-07 | 0001104659-26-040117 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 13 | Section 02, Jesse Tomczak 2026-05-21 | Form 4 | 2026-06-29 | 0001437749-26-021975 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 14 | Section 02, Susan M. Hollister 2026-05-21 | Form 4 | 2026-06-29 | 0001437749-26-021972 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 15 | Section 02, Thomas Signor 2026-05-21 | Form 4 | 2026-06-29 | 0001437749-26-021978 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 16 | Section 02, Susan M. Hollister 2026-06-01 | Form 4 | 2026-06-02 | 0001437749-26-019178 | Insider equity transaction reported since the proxy statement. Filing ↗ |
| 17 | Section 06, 2026 vote | Form 8-K | 2026-05-20 | 0000943374-26-000201 | Item 5.07 · say-on-pay result. As reported: 98.72% (votes for as printed: 21,138,783). Filing ↗ |
| 18 | Section 06, 2025 vote | Form 8-K | 2025-05-22 | 0000943374-25-000226 | Item 5.07 · say-on-pay result. As reported: 93.97% (votes for as printed: 20,857,226). Filing ↗ |
| 19 | Section 01 trend, Δ column (computed) | Computed | — | computed | Δ = current-FY total − prior-FY total per named officer.machine: formula: Δ = FY(n) − FY(n−1) |
| 20 | Section 09b board cost (computed) | Computed | — | computed | Cash 402,400 + equity 0 + all other 0 = 402,400, summed across the director compensation table rows.machine: formula: Σ = 402,400 |
| 21 | Pioneer Bancorp, Inc. (subject), Section 10b CEO total | DEF 14A | 2026-04-07 | 0001104659-26-040117 | CEO total compensation as printed in Pioneer Bancorp, Inc.'s own proxy. As printed: 1,087,204. Filing ↗machine: t48 · r4 · c23 · span 241845–241854 |