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 PDLB 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 PDLB 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 |
|---|---|---|---|---|---|---|---|---|
| Carlos Naudon | $674,375 | $491,322 | $0 | $0 | $0 | $0 | $382,054 | $1,547,751 |
| President and Chief Executive Officer | ||||||||
| Steven Tsavaris | 660,000 | 430,072 | 0 | 0 | 0 | 0 | 180,433 | 1,270,505 |
| Executive Chairman | ||||||||
| Sergio Vaccaro | 386,568 | 137,500 | 66,550 | 120,800 | 0 | 0 | 68,552 | 779,970 |
| Executive Vice President and Chief Financial 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 |
|---|---|---|---|---|
| Carlos Naudon | $1,547,751 | $1,185,667 | — | +362,084 |
| Steven Tsavaris | 1,270,505 | 1,136,626 | — | +133,879 |
| Sergio Vaccaro | 779,970 | 547,390 | — | +232,580 |
Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.
No insider equity transactions reported since the proxy statement.
| Executive | Award | Grant date | Threshold | Target | Granted | Maximum | Grant-date fair value |
|---|---|---|---|---|---|---|---|
| Sergio Vaccaro | OTHER | — | — | — | — | — | $66,550 |
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.
| Executive | Award | Shares unvested | Exercise price | Market value unvested |
|---|---|---|---|---|
| Sergio Vaccaro | Option | 3,000 | 11.08 | — |
| Carlos Naudon | Option | 24,000 | 10.89 | — |
| Steven Tsavaris | Option | 24,000 | 10.7 | — |
| Carlos Naudon | Option | 24,000 | 10.7 | — |
| Sergio Vaccaro | Option | 3,000 | 10.89 | — |
| Steven Tsavaris | RSU | 126,886 | — | 2,074,586 |
| Sergio Vaccaro | Option | 20,000 | 13.31 | — |
| Sergio Vaccaro | RSU | 5,000 | — | 81,750 |
| Sergio Vaccaro | Option | 3,000 | 10.7 | — |
| Sergio Vaccaro | RSU | 21,000 | — | 343,350 |
| Carlos Naudon | Option | 24,000 | 11.08 | — |
| Carlos Naudon | RSU | 126,886 | — | 2,074,586 |
| Steven Tsavaris | Option | 24,000 | 10.89 | — |
| Steven Tsavaris | Option | 24,000 | 11.08 | — |
We strive to provide a total compensation package that is competitive with market practice, including awards of variable compensation that appropriately recognize individual performance. In the aggregate, we believe our total compensation program provides the appropriate balance that enables us to ensure proper pay-performance alignment and does not incentivize inappropriate risk taking. Our objective is to pay competitive compensation for achieving performance goals consistent with our business goals and relative to performance of industry peers.
| CEO STI target (% of salary) | — |
|---|---|
| CEO LTI target (% of salary) | — |
| Independent consultant | Pearl Meyer |
| Clawback policy | true |
| Anti-hedging | true |
| Anti-pledging | True |
| Meeting year | Meeting date | For | Against | Abstain | Support | Outcome |
|---|---|---|---|---|---|---|
| 2026 | 2026-06-11 | 11,067,224 | 5,852,807 | 394,415 | 65.41% | Passed |
| 2025 | 2025-06-12 | 9,935,660 | 7,566,743 | 265,920 | 56.77% | Passed |
| 2024 | 2024-06-13 | 7,034,762 | 9,491,019 | 213,366 | 42.57% | Failed |
| 2023 | 2023-06-15 | 11,210,757 | 4,661,374 | 71,573 | 70.63% | 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 | 2026-06-11 | 65.41%a |
| 2025 | 2025-06-12 | 56.77%b |
| 2024 | 2024-06-13 | 42.57%c |
a. Approved under the standard stated in the filing — “Abstentions will not be treated as votes cast for this proposal.”.
b. Approved under the standard stated in the filing — “Abstentions will not be treated as votes cast for this proposal.”.
c. Approved under the standard stated in the filing — “Abstentions will not be treated as votes cast for this proposal.”.
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 |
|---|---|---|---|---|---|---|
| James C. DemetriouIndependent · Audit (Chair) · Executive Compensation · Nominations (Chair) | $60,000 | $0 | $0 | $0 | $30,000 | $90,000 |
| Maria AlvarezIndependent · Audit · Executive Compensation (Chair) · Nominations | 54,000 | 0 | 0 | 0 | 30,000 | 84,000 |
| William FeldmanIndependent · Executive Compensation · Departed during FY | 54,000 | 0 | 0 | 0 | 30,000 | 84,000 |
| Nick R. LugoIndependent · Lead Independent Director · Audit · Executive Compensation · Nominations · Executive | 54,000 | 0 | 0 | 0 | 30,000 | 84,000 |
| James PerezIndependent · Audit · Executive Compensation | 54,000 | 0 | 0 | 0 | 30,000 | 84,000 |
| Julio GurmanIndependent · Departed during FY | 54,000 | 0 | 0 | 0 | 30,000 | 84,000 |
| Carlos P. NaudonEmployee director · Executive | 0 | 0 | 0 | — | 0 | 0 |
| Steven A. TsavarisEmployee director · Board Chair · Executive (Chair) | 0 | 0 | 0 | — | 0 | 0 |
| Marlene CintronIndependent · Audit · Newly elected | 0 | 0 | 0 | 0 | 0 | 0 |
| Annual cash retainer | $48,000 |
|---|---|
| Annual equity retainer | $0 |
| Per board meeting fee | — |
| Committee chair fees (audit / comp / nom-gov) | 12,000 / 6,000 / 6,000 |
| Stock ownership guideline | — |
| Component | FY2025 |
|---|---|
| Cash retainers and fees | $330,000 |
| Equity awards (grant-date value) | $0 |
| All other compensation | $180,000 |
| Total cost of the board | $510,000 |
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 | Ponce Financial Group, Inc. | 2025 | Carlos Naudon | $674,375 | $0 | $0 | $0 | $1,547,751 |
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, Carlos Naudon | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Summary Compensation Table”. As printed: 1,547,751. Filing ↗machine: t6 · r10 · c33 · span 405678–405687 |
| 2 | Section 01, Steven Tsavaris | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Summary Compensation Table”. As printed: 1,270,505. Filing ↗machine: t6 · r7 · c33 · span 373069–373078 |
| 3 | Section 01, Sergio Vaccaro | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Summary Compensation Table”. As printed: 779,970. Filing ↗machine: t6 · r13 · c33 · span 438305–438312 |
| 4 | Section 03, Sergio Vaccaro OTHER | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “GAAP” · grants of plan-based awards table. Filing ↗machine: t6 · r13 · c13 · span 431527–431533 |
| 5 | Section 07, pay ratio | 10-K | 2026-03-13 | 0001193125-26-104610 | Section “CEO Pay Ratio”. As printed: —. Filing ↗ |
| 6 | Section 08, James C. Demetriou | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Director Compensation”. As printed: 90,000. Filing ↗machine: t12 · r7 · c29 · span 1218927–1218933 |
| 7 | Section 08, Maria Alvarez | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Director Compensation”. As printed: 84,000. Filing ↗machine: t12 · r6 · c29 · span 1208099–1208105 |
| 8 | Section 08, William Feldman | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Director Compensation”. As printed: 84,000. Filing ↗machine: t12 · r8 · c29 · span 1229913–1229919 |
| 9 | Section 08, Nick R. Lugo | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Director Compensation”. As printed: 84,000. Filing ↗machine: t12 · r10 · c29 · span 1251718–1251724 |
| 10 | Section 08, James Perez | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Director Compensation”. As printed: 84,000. Filing ↗machine: t12 · r11 · c29 · span 1262539–1262545 |
| 11 | Section 08, Julio Gurman | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Director Compensation”. As printed: 84,000. Filing ↗machine: t12 · r9 · c29 · span 1240896–1240902 |
| 12 | Section 08, Carlos P. Naudon | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 13 | Section 08, Steven A. Tsavaris | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 14 | Section 08, Marlene Cintron | DEF 14A | 2026-04-22 | 0001193125-26-168750 | Section “Director Compensation”. As printed: 0. Filing ↗ |
| 15 | Section 06, 2026 vote | Form 8-K | 2026-06-12 | 0001193125-26-268852 | Item 5.07 · say-on-pay result. As reported: 65.41% (votes for as printed: 11,067,224). Filing ↗ |
| 16 | Section 06, 2025 vote | Form 8-K | 2025-06-17 | 0000950170-25-087092 | Item 5.07 · say-on-pay result. As reported: 56.77% (votes for as printed: 9,935,660). Filing ↗ |
| 17 | Section 06, 2024 vote | Form 8-K | 2024-06-17 | 0000950170-24-074329 | Item 5.07 · say-on-pay result. As reported: 42.57% (votes for as printed: 7,034,762). Filing ↗ |
| 18 | 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) |
| 19 | Section 09b board cost (computed) | Computed | — | computed | Cash 330,000 + equity 0 + all other 180,000 = 510,000, summed across the director compensation table rows.machine: formula: Σ = 510,000 |
| 20 | Ponce Financial Group, Inc. (subject), Section 10b CEO total | DEF 14A | 2026-04-22 | 0001193125-26-168750 | CEO total compensation as printed in Ponce Financial Group, Inc.'s own proxy. As printed: 1,547,751. Filing ↗machine: t6 · r10 · c33 · span 405678–405687 |