In addition, the grant to Mr. Lubow was in recognition of his leadership in developing the Company’s 2023-2025 strategic plan and as an incentive to achieve the goals associated with the Company’s strategic plan. Mr. Lubow was essential in the hiring of deposit-gathering teams from closed regional banks in 2023. Those teams are expected to continue to enhance the Company’s deposit franchise relative to New York/New Jersey metropolitan area peer banks. He has also been tasked with moderating the Company’s CRE concentration ratio. These objectives focus on key annual & long-term objectives we believe are critical in creating value for shareholders.
Consistent with the foregoing, the performance metrics for Mr. Lubow are Relative Deposit Franchise Quality Among Metro NY/NJ Peer banks, Relative Total Shareholder Return, and CRE Concentration Ratio. These metrics require the achievement of goals that are as demanding or more demanding than those used in the Company’s other incentive plans.
| Relative Deposit Franchise Quality Among Metro NY/NJ Banks(1) | | | 40.0% | | | 25th Percentile | | | 50th Percentile | | | 75th Percentile | |
| Relative Total Shareholder Return(2) | | | 40.0% | | | 50th Percentile | | | 65th Percentile | | | 80th Percentile | |
| CRE Concentration Ratio (Consolidated)(3) | | | 20% | | | 525.0% | | | 485.0% | | | 460.0% | |
| Percent of Target Earned | | | | | | 80% | | | 100% | | | 120% | |
(1) Includes Metropolitan Commercial Bank, ConnectOne Bank, OceanFirst Bank, Brookline Bank, First National Bank of Long Island, Peapack- Gladstone Bank, Flushing Bank, Provident Bank, Columbia Bank, Flagstar Bank, Valley Bank, and Webster Bank. Metric includes the cost of total deposits and non-interest-bearing deposit percentage. Measurement period for cost and average balances is June 30, 2025 to June 30, 2026.
(2) Measurement period is September 1, 2023 to August 31, 2026.
(3) Measured at June 30, 2026.
The performance-based awards cliff vest on August 31, 2026 and include the achievements in 2023 toward accomplishing the performance objectives. Assuming vesting of the performance-based, promotion equity awards to Mr. Lubow at Target, the grant date value of the awards was $1,625,048. The grant date value at Maximum was $1,755,052.
For Mr. Fegan, in addition to his promotion to Senior Executive Vice President in 2023, the performance-based, promotion equity grant was in recognition of his overall value to the Company. Mr. Fegan was integral to the successful implementation of the Bank’s online account opening system and escrow management platform. The Company views Mr. Fegan as an essential part of the Company’s future success. He is responsible for the Company’s technology, loan administration, deposit operations, and facilities departments. The performance metrics for Mr. Fegan’s grant mirror the 2023 LTIP performance metrics, as discussed above under “2023 LTIP,” and provides for a Threshold level of 7,500 shares and a Maximum level of 12,500 shares.
Assuming vesting of the performance-based, promotion equity awards to Mr. Fegan at Target, the grant date value of the awards was $216,674. The grant date value at Maximum was $243,758.
Perquisites and Other Personal Benefits
The Company provides NEOs with perquisites and other personal benefits that the Company and the Compensation Committee believe are reasonable and consistent with its overall compensation program to better enable the Company to attract and retain employees for key positions. In lieu of any specific perquisites, Mr. Lubow is paid an annual sum of $100,000 and Messrs. Reddy and Gunther are paid an annual sum of $50,000. Mr. Fegan and Ms. Schaubeck are paid a car allowance of $700 per month. In addition, the NEOs are eligible to participate in the plans and programs described above. Attributed costs of personal benefits described for the NEOs for the fiscal year ended December 31, 2023 are included in the “All Other Compensation” column of the “Summary Compensation Table, “ below. The Company and the Bank have entered into employment agreements with Messrs. Lubow, Reddy and Gunther, and change in control employment agreements with Mr. Fegan and Ms. Schaubeck, which are described under the heading “Employment Agreements, “ below.
Retirement and Other Benefits
401(k) Plan
The Bank maintains the Dime Community Bank 401(k) Plan for the benefit of its employees, including the NEOs. During 2023, the Bank matched 100% of the employee’s contributions up to 1% of pay plus 50% of the employee’s contributions that exceed 1% but are less than 6% of pay (a maximum company match of 3.5% of pay). All employees, including the NEOs, can defer a minimum of 1% and a maximum of 100% of their annual income as long as the deferred compensation does not exceed Internal Revenue Service (“IRS”) limits. In addition, employees at Tier 2 and Tier 3 (Tiers described below) may receive a discretionary profit-sharing benefit. No profit-sharing benefits were paid for 2023.
The Pension Plan
Mr. O’Connor was a participant in the Legacy BNB non-contributory, tax-qualified defined benefit pension plan until August 31, 2023. Compensation used to determine benefits in the plan are all wages, tips, and other compensation as reported on form W-2, such as any amounts which are treated as salary reduction contributions under 401(k) plan, a cafeteria plan, or a qualified flexible benefit plan. The Normal Benefit Form