PEOPLES BANCORP INC Files DEF 14A with Executive Compensation Details

Ticker: PEBO · Form: DEF 14A · Filed: Mar 12, 2024 · CIK: 318300

Sentiment: neutral

Topics: DEF 14A, Executive Compensation, PEOPLES BANCORP INC, PEBO, Shareholder Disclosure

TL;DR

<b>PEOPLES BANCORP INC has filed its DEF 14A, detailing executive compensation adjustments for the past four fiscal years.</b>

AI Summary

PEOPLES BANCORP INC (PEBO) filed a Proxy Statement (DEF 14A) with the SEC on March 12, 2024. PEOPLES BANCORP INC filed a DEF 14A form on March 12, 2024. The filing covers the fiscal year ending December 31, 2023. Details on executive compensation adjustments for 'PeoMember' and 'NonPeoNeoMember' are included for 2023, 2022, 2021, and 2020. Specific data points include reported equity awards, equity award adjustments, reported pension benefit changes, and pension benefit adjustments. The company is incorporated in Ohio and operates under SIC code 6022 (State Commercial Banks).

Why It Matters

For investors and stakeholders tracking PEOPLES BANCORP INC, this filing contains several important signals. This filing provides transparency into how executive compensation is structured and adjusted, which is crucial for shareholder understanding and governance. The detailed breakdown of equity and pension adjustments allows investors to assess the alignment between executive pay and company performance over several years.

Risk Assessment

Risk Level: low — PEOPLES BANCORP INC shows low risk based on this filing. The filing is a routine DEF 14A, providing standard disclosures on executive compensation and corporate governance, with no immediate red flags.

Analyst Insight

Review the detailed executive compensation adjustments to understand pay practices and potential impacts on shareholder value.

Key Numbers

Key Players & Entities

FAQ

When did PEOPLES BANCORP INC file this DEF 14A?

PEOPLES BANCORP INC filed this Proxy Statement (DEF 14A) with the SEC on March 12, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by PEOPLES BANCORP INC (PEBO).

Where can I read the original DEF 14A filing from PEOPLES BANCORP INC?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by PEOPLES BANCORP INC.

What are the key takeaways from PEOPLES BANCORP INC's DEF 14A?

PEOPLES BANCORP INC filed this DEF 14A on March 12, 2024. Key takeaways: PEOPLES BANCORP INC filed a DEF 14A form on March 12, 2024.. The filing covers the fiscal year ending December 31, 2023.. Details on executive compensation adjustments for 'PeoMember' and 'NonPeoNeoMember' are included for 2023, 2022, 2021, and 2020..

Is PEOPLES BANCORP INC a risky investment based on this filing?

Based on this DEF 14A, PEOPLES BANCORP INC presents a relatively low-risk profile. The filing is a routine DEF 14A, providing standard disclosures on executive compensation and corporate governance, with no immediate red flags.

What should investors do after reading PEOPLES BANCORP INC's DEF 14A?

Review the detailed executive compensation adjustments to understand pay practices and potential impacts on shareholder value. The overall sentiment from this filing is neutral.

How does PEOPLES BANCORP INC compare to its industry peers?

PEOPLES BANCORP INC operates within the State Commercial Banks industry (SIC 6022).

Are there regulatory concerns for PEOPLES BANCORP INC?

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose information on executive compensation and other corporate matters.

Industry Context

PEOPLES BANCORP INC operates within the State Commercial Banks industry (SIC 6022).

Regulatory Implications

The filing is made under the Securities Exchange Act of 1934, requiring public companies to disclose information on executive compensation and other corporate matters.

What Investors Should Do

  1. Analyze the specific dollar amounts and percentage changes in equity awards and pension benefits for named executives.
  2. Compare the executive compensation adjustments across the 2020-2023 period to identify trends.
  3. Examine any notes or explanations provided for significant adjustments in executive compensation.

Key Dates

Year-Over-Year Comparison

This is a DEF 14A filing, which typically occurs annually to disclose executive compensation and other shareholder-related information.

Filing Stats: 4,742 words · 19 min read · ~16 pages · Grade level 13.7 · Accepted 2024-03-12 08:29:41

Filing Documents

Security Ownership of Certain Beneficial Owners and Management

Security Ownership of Certain Beneficial Owners and Management 7 Delinquent Section 16(a) Reports (Section 16(a) Beneficial Ownership Reporting Compliance) 11 Transactions with Related Persons 11 Corporate Governance and Board Matters 12 Independence of Directors 12 Executive Sessions 13 Meetings of the Board and Attendance at Annual Meetings of Shareholders 13 Environmental, Social and Governance Matters 13 Associates 15 Communities 16 Clients 17 Shareholders 17 Majority Vote Standard 18 Shareholder Communications with the Board 19 Nominating Procedures 19 Proposal Number 1: Election of Directors 20 Recommendation and Vote Required 21 Nominees 21 Board Highlights 27 Board Skills 27 Board Diversity 28 The Board and Committees of the Board 29 Committees of the Board 29 Audit Committee 29 Compensation Committee 31 Executive Committee 33 Governance and Nominating Committee 33 Risk Committee 34 Director Compensation 36 Compensation Paid to Board Members 36 202 3 Fiscal Year 36 202 4 Fiscal Year 37 Other Information Regarding Equity-Based Compensation 37 Deferred Compensation Plan for Directors 37 All Other Compensation 37 Stock Ownership Guidelines 38 Director Compensation for 202 3 38 Executive Officers 39 Proposal Number 2: Vote on Advisory Resolution to Approve Named Executive Officers' Compensation 41 Recommendation and Vote Required 42 Proposal Number 3 : Advisory Vote on the Frequency of Future Shareholder A d visory V o tes on Executive Co mpensation 43 Recommendation and Vote Required 43

Executive Compensation: Compensation Discussion and Analysis

Executive Compensation: Compensation Discussion and Analysis 44 Executive Summary of 202 3 Fiscal Year Performance and Compensation 44 2023 Business Highlights 44 Goals for 2023 Incentive Awards 45 2023 Actual Results vs. Performance Goals 45 2023 Compensation Actions 46 Notable Pay Practices 47 Total Shareholder Return 48 Pay for Performance 48 Pay for Performance – Realizable Pay Analysis 49 Pay for Performance – Our Key Compensation Decisions 50 Advisory Vote of Shareholders 52 Compensation Philosophy and Objectives 52 Role of Executive Officers in Compensation Decisions 53 Setting Executive Compensation 54 202 3 Executive Compensation Components 56 Base Salary 56 Cash and Equity-Based Incentive Program 57 Retirement and Other Benefits 61 Perquisites and Other Personal Benefits 64 Change in Control Agreements 65 Tax and Accounting Implications 66 Deductibility of Executive Compensation 66 Non-Qualified Deferred Compensation 66 Accounting for Equity-Based Compensation 66 Other Information 66 Stock Holding Requirement 66 Clawback Policy 66 CEO Pay Ratio 67 Summary 67 Compensation Committee Report 67 Discussion of Risk Review and Assessment 67 Summary Compensation Table for 202 3 69 Grants of Plan-Based Awards for 202 3 71 Outstanding Equity Awards at Fiscal Year-End 202 3 72 Option Exercises and Stock Vested for 202 3 73 Pension Benefits for 202 3 74 Non-Qualified Deferred Compensation for 202 3 74 Pay Versus Performance 76 Financial Performance Measures 77 Analysis of Information Presented in the Pay versus Performance Table 78 Compensation Actually Paid and Cumulative TSR 78 Compensation Actually Paid and Net Income 78 Compensation Actually Paid and Pre-Tax/Pre-Provision Diluted Earnings Per Common Share 79 Cumulative TSR of Peoples and Cumulative TSR of the Peer Group 80 Other Potential Post-Employment Payments 80 Payments Made Upon Termi

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