Long post, worth the read.
On September 7, 2022, Truist Financial Corporation ("Truist") announced the appointment of Michael B. Maguire as Chief Financial Officer of Truist, effective as of September 15, 2022. On September 13, 2022, the Compensation and Human Capital Committee (the "Compensation Committee") of the Board of Directors of Truist approved the following adjustments to Mr. Maguire's compensation to reflect his new position and expanded responsibilities as Chief Financial Officer.
Mr. Maguire's base salary will be increased to $700,000 per year effective upon Mr. Maguire assuming the position of Chief Financial Officer on September 15, 2022. Mr. Maguire's target annual cash incentive compensation opportunity under Truist's Annual Incentive Performance award program will be increased to 180% of base salary effective for the partial performance period from September 15, 2022 through December 31, 2022. Mr. Maguire's target long-term incentive compensation opportunity (including performance share units, cash long-term incentive plan awards and restricted stock units) will be increased to 380% of base salary effective for annual awards made in 2023.
In addition, Clarke R. Starnes III, Chief Risk Officer of Truist, has been given additional leadership responsibilities, including oversight of the corporate function responsible for procurement, third-party risk management, supplier diversity, and unclaimed property and escheatment businesses, and the finance-risk data analytics office tasked with the implementation of the data management framework for Risk, Finance and ESG. In addition, the Corporate Security group and the Wholesale and Retail Credit Risk modeling team will join the Risk Management Organization led by Mr. Starnes. Mr. Starnes has been designated the additional officer title of Vice Chair in connection with these new responsibilities.
On September 13, 2022, the Committee also reviewed the compensation of Mr. Starnes in connection with his new title and recently expanded responsibilities and approved, and recommended that the Risk Committee of the Board of Directors (the "Risk Committee") approve, the following adjustments to Mr. Starnes' compensation. The Risk Committee subsequently reviewed and approved the adjustments to Mr. Starnes' compensation finding that they are appropriate and consistent with the strategy, risk appetite, and safety and soundness of Truist and do not encourage excessive risk taking. Mr. Starnes' base salary will be increased to $760,000 per year effective as of September 15, 2022. Mr. Starnes' target annual cash incentive compensation opportunity under Truist's Annual Incentive Performance award program will be increased to 215% of base salary effective for the partial performance period from September 15, 2022 through December 31, 2022. Mr. Starnes' target long-term incentive compensation opportunity (including performance share units, cash long-term incentive plan awards and restricted stock units) will be increased to 450% of base salary effective for annual awards made in 2023.