Park National Corp. Files Definitive Proxy Statement

TL;DR

<b>Park National Corp. has filed its Definitive Proxy Statement for the upcoming period.</b>

AI Summary

PARK NATIONAL CORP /OH/ (PRK) filed a Proxy Statement (DEF 14A) with the SEC on March 4, 2024. Filing is a Definitive Proxy Statement (DEF 14A) for Park National Corp. The filing covers the period ending April 22, 2024, and was filed on March 4, 2024. Park National Corp. is incorporated in Ohio (OH) and operates under SIC code 6021 (National Commercial Banks). The company's principal business address is 50 North Third St, Newark, OH. The filing includes data related to equity awards, pension benefits, and fair value adjustments for the fiscal years 2020 through 2023.

Why It Matters

For investors and stakeholders tracking PARK NATIONAL CORP /OH/, this filing contains several important signals. This filing provides shareholders with crucial information regarding executive compensation, board nominations, and other corporate governance matters, enabling informed voting decisions. As a DEF 14A filing, it details the company's financial performance and executive remuneration strategies, offering insights into management's alignment with shareholder interests.

Risk Assessment

Risk Level: low — PARK NATIONAL CORP /OH/ shows low risk based on this filing. The filing is a routine proxy statement, indicating no immediate or significant new risks are being disclosed.

Analyst Insight

Review the executive compensation details and any shareholder proposals to understand potential impacts on corporate strategy and governance.

Key Numbers

• 2024-04-22 — Period of Report (Conformed Period of Report)
• 2024-03-04 — Filing Date (Conformed Submission Date)
• 6021 — SIC Code (Standard Industrial Classification)
• OH — State of Incorporation (State of Incorporation)

Key Players & Entities

• PARK NATIONAL CORP /OH/ (company) — Filer
• PRK (company) — Ticker Symbol
• DEF 14A (filing) — Form Type
• 2024-03-04 (date) — Filing Date
• 2024-04-22 (date) — Period of Report
• OH (location) — State of Incorporation
• 6021 (industry) — Standard Industrial Classification
• 50 NORTH THIRD ST (address) — Business Address

FAQ

Industry Context

Park National Corp. operates within the National Commercial Banks industry (SIC 6021).

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose information relevant to shareholders.

What Investors Should Do

1. Analyze the proposals to be voted on by shareholders.
2. Review executive compensation packages and any changes.
3. Examine director nominations and qualifications.

Key Dates

• 2024-03-04: Filing Date — Definitive Proxy Statement filed
• 2024-04-22: Reporting Period End Date — The period for which the proxy statement provides information

Year-Over-Year Comparison

This is a DEF 14A filing, which is a standard disclosure document for annual shareholder meetings and does not represent a change from previous filings in terms of document type.

Key Financial Figures

• $5 BILLION — ICES/BANK HOLDING COMPANIES INCLUDED IN $5 BILLION TO $15 BILLION INDUSTRY INDEX A-1 iii
• $15 BILLION — ING COMPANIES INCLUDED IN $5 BILLION TO $15 BILLION INDUSTRY INDEX A-1 iii PARK NATIONA

Filing Documents

• prk-20240229.htm (DEF 14A) — 1481KB
• prk-20240229_g1.jpg (GRAPHIC) — 4KB
• prk-20240229_g10.jpg (GRAPHIC) — 4KB
• prk-20240229_g11.jpg (GRAPHIC) — 556KB
• prk-20240229_g12.jpg (GRAPHIC) — 368KB
• prk-20240229_g2.jpg (GRAPHIC) — 32KB
• prk-20240229_g3.jpg (GRAPHIC) — 25KB
• prk-20240229_g4.jpg (GRAPHIC) — 33KB
• prk-20240229_g5.jpg (GRAPHIC) — 33KB
• prk-20240229_g6.jpg (GRAPHIC) — 34KB
• prk-20240229_g7.jpg (GRAPHIC) — 31KB
• prk-20240229_g8.jpg (GRAPHIC) — 33KB
• prk-20240229_g9.jpg (GRAPHIC) — 32KB
• 0000805676-24-000047.txt (&nbsp;) — 5309KB
• prk-20240229.xsd (EX-101.SCH) — 5KB
• prk-20240229_def.xml (EX-101.DEF) — 8KB
• prk-20240229_lab.xml (EX-101.LAB) — 12KB
• prk-20240229_pre.xml (EX-101.PRE) — 7KB
• prk-20240229_htm.xml (XML) — 296KB

EXECUTIVE COMPENSATION 44

EXECUTIVE COMPENSATION 44 Compensation Discussion and Analysis 44 Executive Summary 44 Compensation Philosophy and Objectives 50 Process Used to Set Compensation for the 2023 Fiscal Year 51 Factors Influencing Compensation for the 2023 Fiscal Year 53 Regional Compensation Peer Group 53 2023 Fiscal Year Compensation Programs and Decisions 54 Other Compensation Policies 62 2024 Fiscal Year Compensation Decisions 63 Conclusion 63 Compensation Committee Report 64 Risk Analysis 64 Summary Compensation Table 65 CEO Pay Ratio 68 Grants of Plan-Based Awards 69 Outstanding Equity Awards at Fiscal Year-End 71 Equity Awards Exercised and Vested 72 Post-Employment Payments and Benefits 73 Pension and Supplemental Benefits 73 Pension Benefits for the 2023 Fiscal Year 78 Potential Payouts upon Termination of Employment or Change in Control 79 PBRSUs 79 Supplemental Executive Retirement Benefits 80 Split-Dollar Agreements 80 Pay Versus Performance 85 Pay Versus Performance Table for 2023 85 Financial Performance Measures 89 ii TABLE OF CONTENTS Page Analysis of the Information Presented in the Pay Versus Performance Table 90 EQUITY COMPENSATION PLAN INFORMATION 94 DIRECTOR COMPENSATION 95 Cash Compensation 96 Annual Retainers Payable in Common Shares 96 Other Compensation 97 Split-Dollar Life Insurance Policies 97 Change in Control Payments 97 Director Compensation for the 2023 Fiscal Year 97 RATIFICATION OF THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (Proposal 4) 99 Recommendation 99 AUDIT COMMITTEE MATTERS 100 Report of the Audit Committee for the Fiscal Year Ended December 31, 2023 100 Role of the Audit Committee, the Independent Registered Public Accounting Firm and Park's Management 100 Management's Representations and Audit Committee Recommendation 102 Pre-Approval of Services Performed by Independent Registered Public Accounting Firm 102 Fees of Independent

View Full Filing

View this DEF 14A filing on SEC EDGAR