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Pay vs Performance Disclosure - USD ($)

12 Months Ended

Dec. 31, 2022

Dec. 31, 2021

Dec. 31, 2020

Pay vs Performance Disclosure [Table]

PAY VERSUS PERFORMANCE

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of Regulation

S-K,

we are providing the following information about the relationship between executive “compensation actually paid” (as defined by SEC rules) and certain financial performance of the company. The MD&C Committee did not consider the pay versus performance disclosure when making its incentive compensation decisions. For further information about how we align executive compensation with the company’s performance, see “Compensation Discussion and Analysis” starting on page 4

The following table shows the total compensation for our NEOs for the past three fiscal years as set forth in the Summary Compensation Table and the “compensation actually paid” to our principal executive officer (“PEO”) and, on an average basis, our other NEOs, in each case, as determined under SEC rules, our Total Shareholder Return (“TSR”), the TSR of the S&P U.S. SmallCap Banks Index (“Peer Group”) over the same period, our net income, and our company-selected most important financial performance measure for compensatory purposes for the most recently completed fiscal year, PPNI.



Year	Summary Compensation Table Total for PEO (1)		Compensation Actually Paid to PEO (2)		Average Summary Compensation Table Total for Non-PEO NEOs		Average Compensation Actually Paid to Non-PEO NEOs (3)		Value of Initial Fixed $100 Investment Based On: Total Shareholder Return (4)		Peer Group Total Shareholder Return (4)		Net Income ($’000)		Company- Selected Measure (PPNI (5) ) ($’000)
2022	$	1,490,677	$	925,155	$	591,637	$	481,492	$	86.65	$	111.47	$	56,573	$	66,474
2021	$	1,490,370	$	1,750,578	$	526,957	$	586,924	$	108.30	$	126.43	$	77,697	$	71,497
2020	$	1,459,283	$	909,466	$	528,013	$	273,966	$	73.99	$	90.82	$	38,332	$	58,551

(1)	Martin K. Birmingham, President and Chief Executive Officer, was the PEO in 2022, 2021, and 2020.

(2)

SEC rules require certain adjustments be made to the Summary Compensation Table totals to determine “compensation actually paid” as reported in the Pay Versus Performance Table. “Compensation actually paid” does not necessarily represent cash and/or equity value transferred to the applicable NEO without restriction, but rather is a value calculated under applicable SEC rules. In general, “compensation actually paid” is calculated as Summary Compensation Table total compensation adjusted to include the change in fair value of equity awards as of December 31 of the applicable year or, if earlier, the vesting date (rather than the grant date) and the pension value attributable to the applicable years’ service and any change in pension value attributable to plan amendments made in the applicable year. In accordance with the requirements of Item 402(v) of Regulation

S-K,

the adjustments in the table below were made to Mr. Birmingham’s total compensation to determine the compensation actually paid:



	Martin K. Birmingham

	2022			2021			2020

Total Compensation as reported in Summary Compensation Table (SCT)	$	1,490,677		$	1,490,370		$	1,459,283
Minus pension values reported in SCT		—			21,893			157,872
Minus fair value of equity awards granted during fiscal year		373,097			364,277			320,720
Plus pension value attributable to current year’s service and any change in pension value attributable to plan amendments made in the current year		45,610			49,376			41,473
Plus fair value of equity compensation granted in current year—value at end of year-end		309,664			420,014			283,680
Plus change in fair value for end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during current fiscal year		3,088			22,038			(8,031	)
Plus change in fair value from end of prior fiscal year to end of current fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year		(550,787	)		256,560			(296,798	)
Plus dividends or other earnings paid on stock or options awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year		—			—			—
Plus fair value of awards forfeited in current fiscal year determined at end of prior fiscal year		—			(101,610	)		(91,549	)
Compensation Actually Paid	$	925,155		$	1,750,578		$	909,466

(3)

In 2022 , the

non-PEO

NEOs include W. Jack Plants II, EVP, Chief Financial Officer and Treasurer, Justin W. Bigham, EVP, Chief Community Banking Officer, Sean M. Willett, EVP, Chief Administrative Officer, and Kevin B. Quinn, SVP Chief Commercial Banking Officer; in 2021, the

non-PEO

NEOs include W. Jack Plants II, SVP, Chief Financial Officer and Treasurer, Justin W. Bigham, EVP, Chief Community Banking Officer, Sean M. Willett, EVP, Chief Administrative Officer, Kevin B. Quinn, SVP Chief Commercial Banking Officer, and Samuel J. Burruano Jr., EVP Chief Legal Officer & Corporate Secretary; and in 2020, the Non PEO NEOs include Justin W. Bigham, EVP, Chief Financial Officer, Joseph L. Dugan, Former SVP, Chief Experience and Go To Market Officer, Sean M. Willett, SVP, Chief Administration Officer, Craig Burton, SVP, Commercial Real Estate Executive, and William L. Kreienberg, Former EVP, Chief Banking and Revenue Officer. In accordance with the requirements of Item 402(v) of Regulation

S-K,

the adjustments in the table below were made to the NEO’s total compensation to determine the compensation actually paid:



	Average NEO

	2022			2021		2020
Total Compensation as reported in SCT	$	591,637		$	526,957	$	528,013
Minus pension values reported in SCT		3,199			16,521		16,217
Minus fair value of equity awards granted during fiscal year		129,844			89,072		90,587
Plus pension value attributable to current year’s service and any change in pension value attributable to plan amendments made in the current year		12,316			10,967		10,812
Plus fair value of equity compensation granted in current year—value at end of year-end		107,769			102,701		55,620
Plus change in fair value for end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during current fiscal year		(2,535	)		4,978		(3,048	)
Plus change in fair value from end of prior fiscal year to end of current fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year		(94,652	)		46,914		(100,126	)
Plus dividends or other earnings paid on stock or options awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year		—			—		—
Plus fair value of awards forfeited in current fiscal year determined at end of prior fiscal year		—			—		(110,501	)
Compensation Actually Paid	$	481,492		$	586,924	$	273,966

(4)

TSR is determined based on the value of an initial fixed investment of $100 on December 31, 2019 and calculated on December 31 of each 2022, 2021 and 2020, respectively. The TSR peer group consists of the S&P U.S. SmallCap Banks, which is the same peer group used by the Company for purposes of Item 201(e) of Regulation

S-K

under the Exchange Act in the Company’s Annual Report on Form

10-K

for the year ended December 31, 2022.

(5)

PPNI is a

non-GAAP

measure that we believe is useful in understanding our financial performance and condition. Refer to the GAAP to

Non-GAAP

Reconciliations in Appendix A.

Company Selected Measure Name

PPNI

Named Executive Officers, Footnote [Text Block]

(3)

In 2022 , the

non-PEO

S-K,

the adjustments in the table below were made to the NEO’s total compensation to determine the compensation actually paid:

Peer Group Issuers, Footnote [Text Block]

S-K

under the Exchange Act in the Company’s Annual Report on Form

10-K

for the year ended December 31, 2022.

PEO Total Compensation Amount

$ 1,490,677

$ 1,490,370

$ 1,459,283

PEO Actually Paid Compensation Amount

$ 925,155

1,750,578

909,466

Adjustment To PEO Compensation, Footnote [Text Block]

(2)

S-K,

the adjustments in the table below were made to Mr. Birmingham’s total compensation to determine the compensation actually paid:



	Martin K. Birmingham

	2022			2021			2020

Total Compensation as reported in Summary Compensation Table (SCT)	$	1,490,677		$	1,490,370		$	1,459,283
Minus pension values reported in SCT		—			21,893			157,872
Minus fair value of equity awards granted during fiscal year		373,097			364,277			320,720
Plus pension value attributable to current year’s service and any change in pension value attributable to plan amendments made in the current year		45,610			49,376			41,473
Plus fair value of equity compensation granted in current year—value at end of year-end		309,664			420,014			283,680
Plus change in fair value for end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during current fiscal year		3,088			22,038			(8,031	)
Plus change in fair value from end of prior fiscal year to end of current fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year		(550,787	)		256,560			(296,798	)
Plus dividends or other earnings paid on stock or options awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year		—			—			—
Plus fair value of awards forfeited in current fiscal year determined at end of prior fiscal year		—			(101,610	)		(91,549	)
Compensation Actually Paid	$	925,155		$	1,750,578		$	909,466

Non-PEO NEO Average Total Compensation Amount

$ 591,637

526,957

528,013

Non-PEO NEO Average Compensation Actually Paid Amount

$ 481,492

586,924

273,966

Adjustment to Non-PEO NEO Compensation Footnote [Text Block]

(3)

In 2022 , the

non-PEO

S-K,

the adjustments in the table below were made to the NEO’s total compensation to determine the compensation actually paid:



	Average NEO

	2022			2021		2020
Total Compensation as reported in SCT	$	591,637		$	526,957	$	528,013
Minus pension values reported in SCT		3,199			16,521		16,217
Minus fair value of equity awards granted during fiscal year		129,844			89,072		90,587
Plus pension value attributable to current year’s service and any change in pension value attributable to plan amendments made in the current year		12,316			10,967		10,812
Plus fair value of equity compensation granted in current year—value at end of year-end		107,769			102,701		55,620
Plus change in fair value for end of prior fiscal year to vesting date for awards made in prior fiscal years that vested during current fiscal year		(2,535	)		4,978		(3,048	)
Plus change in fair value from end of prior fiscal year to end of current fiscal year for awards made in prior fiscal years that were unvested at end of current fiscal year		(94,652	)		46,914		(100,126	)
Plus dividends or other earnings paid on stock or options awards in the covered fiscal year prior to the vesting date that are not otherwise included in the total compensation for the covered fiscal year		—			—		—
Plus fair value of awards forfeited in current fiscal year determined at end of prior fiscal year		—			—		(110,501	)
Compensation Actually Paid	$	481,492		$	586,924	$	273,966

Compensation Actually Paid vs. Total Shareholder Return [Text Block]

(i)

Compensation Actually Paid (“CAP”) vs. Company TSR and Peer Group TSR

Compensation Actually Paid vs. Net Income [Text Block]

(ii)

Compensation Actually Paid vs Net Income

Compensation Actually Paid vs. Company Selected Measure [Text Block]

(iii)

Compensation Actually Paid vs PPNI (Company-Selected Measure)

(1)	This is a non-GAAP measure that we believe is useful in understanding our financial performance and condition. Refer to the GAAP to Non-GAAP Reconciliations in Appendix A.

Total Shareholder Return Vs Peer Group [Text Block]

(i)

Compensation Actually Paid (“CAP”) vs. Company TSR and Peer Group TSR

Tabular List [Table Text Block]

PERFORMANCE MEASURES

The most important financial measures used by the company to link compensation actually paid (as defined by SEC rules) to the Company’s named executive officers for the most recently completed fiscal year to the Company’s performance are:

Most Important Financial Performance Measures

PPNI

Total Loan Growth

Core Deposit Growth

Net

Charge-Off

Ratio

Return on Average Equity

Return on Average Assets

Total Shareholder Return Amount

$ 86.65

108.3