First Foundation (FFWM) PRE 14A 28 Apr 23 Preliminary proxy Financial data

Cover

Cover	12 Months Ended
	Dec. 31, 2022
Document Information [Line Items]
Document Type	PRE 14A
Amendment Flag	false
Entity Information [Line Items]
Entity Registrant Name	FIRST FOUNDATION INC.
Entity Central Index Key	0001413837

Pay vs Performance Disclosure

Pay vs Performance Disclosure	12 Months Ended
	Dec. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)	Dec. 31, 2020 USD ($)
Pay vs Performance Disclosure [Table]
Pay vs Performance [Table Text Block]	Pay Versus Performance Disclosure 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 that demonstrates the relationship between executive “Compensation Actually Paid” and the Company’s performance against several specific financial metrics. For further information regarding our executive compensation and programs, the metrics used by our Compensation Committee to set executive compensation for 2022 (which is different than the financial metrics we are required to include in the tables and discussion below) and our pay-for-performance philosophy, please refer to the “Compensation Discussion and Analysis” section included herein. The table below reflects the Compensation Actually Paid to the Company’s Principal Executive Officer (“PEO”) and average Compensation Actually Paid to non-PEO NEO’s during 2020 through 2022. In addition, the table compares our Total Shareholder Return (“TSR”) against our peer group TSR using the KBW Nasdaq Regional Bank Index. ​ ​ ​ Summary (1) (b) ​ ​ Compensation (2)(3) (c) ​ ​ Average (1) (d) ​ ​ Average (2)(3) (e) ​ ​ Value of Initial Fixed (4) ​ ​ Net Income ​ ​ Return on (5) (i) ​ Year ​ ​ TSR (S) ​ ​ Peer Group ​ 2022 ​ ​ ​ ​ 2,684,550 ​ ​ ​ ​ ​ 2,439,531 ​ ​ ​ ​ ​ 839,164 ​ ​ ​ ​ ​ 832,136 ​ ​ ​ ​ ​ 82.36 ​ ​ ​ ​ ​ 106.02 ​ ​ ​ ​ ​ 110,512 ​ ​ ​ ​ ​ 13.0 % ​ ​ 2021 ​ ​ ​ ​ 2,439,000 ​ ​ ​ ​ ​ 2,457,626 ​ ​ ​ ​ ​ 1,110,500 ​ ​ ​ ​ ​ 1,116,184 ​ ​ ​ ​ ​ 142.87 ​ ​ ​ ​ ​ 117.08 ​ ​ ​ ​ ​ 109,511 ​ ​ ​ ​ ​ 16.9 % ​ ​ 2020 ​ ​ ​ ​ 2,201,000 ​ ​ ​ ​ ​ 2,219,850 ​ ​ ​ ​ ​ 829,440 ​ ​ ​ ​ ​ 829,031 ​ ​ ​ ​ ​ 114.43 ​ ​ ​ ​ ​ 87.90 ​ ​ ​ ​ ​ 84,369 ​ ​ ​ ​ ​ 15.5 % ​ ​ ​ (1) The amounts included in column (b) reflect the summary compensation table total for Scott F. Kavanaugh for the years reported in the table. Scott F. Kavanaugh was our PEO for each year presented. The amounts reported in column (d) reflect the average summary compensation table total amounts for the non-PEO executive officers for the respective years. The individuals comprising the non-PEOs for each year are listed below: ​ 2022 ​ ​ 2021 ​ ​ 2020 ​ Ulrich E. Keller, Jr. ​ ​ Ulrich E. Keller, Jr. ​ ​ Ulrich E. Keller, Jr. ​ David DePillo ​ ​ David DePillo ​ ​ David DePillo ​ Kevin Thompson ​ ​ Kevin Thompson ​ ​ John Michel ​ Lindsay Lawrence ​ ​ Lindsay Lawrence ​ ​ Kevin Thompson ​ Amy Djou ​ ​ ​ ​ ​ Lindsay Lawrence ​ Chris Naghibi ​ ​ ​ ​ ​ ​ ​ John A. Hakopian ​ ​ ​ ​ ​ ​ ​ David DePillo and Kevin Thompson resigned from the Company in November 2022. Lindsay Lawrence resigned from the Company in December 2022. John Michel resigned from the Company in May 2020. (2) The amounts shown in compensation actually paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized or received by the Company’s NEOs. These amounts reflect the summary compensation table total within certain adjustments as described below in footnote 3. ​ (3) Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and non-PEO NEO’s as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718 and valuation assumptions do not differ materially from those disclosed as of the grant date of the equity awards. Amounts in the Exclusion of Stock Awards column are the totals from the Stock Awards columns set forth in the Summary Compensation Table. For all periods presented, equity values or awards only include stock awards as there were no stock options granted or outstanding during these periods. ​ Year ​ ​ Summary ​ ​ Exclusion of ​ ​ Inclusion of ​ ​ Compensation ​ 2022 ​ ​ ​ ​ 2,684,550 ​ ​ ​ ​ ​ (510,000 ) ​ ​ ​ ​ ​ 264,981 ​ ​ ​ ​ ​ 2,439,531 ​ ​ 2021 ​ ​ ​ ​ 2,439,000 ​ ​ ​ ​ ​ (435,000 ) ​ ​ ​ ​ ​ 453,626 ​ ​ ​ ​ ​ 2,457,626 ​ ​ 2020 ​ ​ ​ ​ 2,201,000 ​ ​ ​ ​ ​ (363,000 ) ​ ​ ​ ​ ​ 381,850 ​ ​ ​ ​ ​ 2,219,850 ​ ​ Year ​ ​ Average Summary ​ ​ Average Exclusion of ​ ​ Average Inclusion of ​ ​ Average ​ 2022 ​ ​ ​ ​ 839,164 ​ ​ ​ ​ ​ (20,386 ) ​ ​ ​ ​ ​ 13,358 ​ ​ ​ ​ ​ 832,136 ​ ​ 2021 ​ ​ ​ ​ 1,110,500 ​ ​ ​ ​ ​ (137,000 ) ​ ​ ​ ​ ​ 142,684 ​ ​ ​ ​ ​ 1,116,184 ​ ​ 2020 ​ ​ ​ ​ 829,440 ​ ​ ​ ​ ​ (99,880 ) ​ ​ ​ ​ ​ 99,471 ​ ​ ​ ​ ​ 829,031 ​ ​ The amounts in the Inclusion of Equity Values in the table above is derived from the amounts as set forth below: Year ​ ​ Year-End Fair ​ ​ Change in Fair ​ ​ Vesting-Date Fair ​ ​ Change in Fair ​ ​ Fair Value at Last ​ ​ Value of ​ ​ Total – Inclusion ​ 2022 ​ ​ ​ ​ 157,659 ​ ​ ​ ​ ​ (54,577 ) ​ ​ ​ ​ ​ 145,006 ​ ​ ​ ​ ​ 16,893 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 264,981 ​ ​ 2021 ​ ​ ​ ​ 257,674 ​ ​ ​ ​ ​ 34,907 ​ ​ ​ ​ ​ 121,000 ​ ​ ​ ​ ​ 40,045 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 453,626 ​ ​ 2020 ​ ​ ​ ​ 280,811 ​ ​ ​ ​ ​ 11,491 ​ ​ ​ ​ ​ 108,671 ​ ​ ​ ​ ​ (19,123 ) ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 381,850 ​ ​ Year ​ ​ Average Year-End ​ ​ Average Change ​ ​ Average Vesting- ​ ​ Average Change ​ ​ Average Fair ​ ​ Average Value of ​ ​ Total – Average ​ 2022 ​ ​ ​ ​ 7,065 ​ ​ ​ ​ ​ (2,300 ) ​ ​ ​ ​ ​ 30,314 ​ ​ ​ ​ ​ 2,905 ​ ​ ​ ​ ​ (24,626 ) ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 13,358 ​ ​ 2021 ​ ​ ​ ​ 79,801 ​ ​ ​ ​ ​ 12,476 ​ ​ ​ ​ ​ 37,471 ​ ​ ​ ​ ​ 12,936 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 142,684 ​ ​ 2020 ​ ​ ​ ​ 76,311 ​ ​ ​ ​ ​ 2,736 ​ ​ ​ ​ ​ 31,268 ​ ​ ​ ​ ​ (5,509 ) ​ ​ ​ ​ ​ (5,335 ) ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 99,471 ​ ​ (4) The Peer Group TSR set forth in this table utilizes the KBW Nasdaq Regional Bank Index, which we also utilized in the stock performance graph required by Item 201(e) of Regulation S-K in our Annual Report filed on Form 10-K for the year ended December 31, 2022. The comparison assumes $100 invested for the period beginning December 31, 2019 through December 31, 2022 for the Company and the KBW Regional Bank Index, respectively. TSR shown the table are not necessarily indicative of future stock performance. ​ (5) We determined Return on Tangible Book Value was the most important financial performance measure used to link Company performance to Compensation Actually Paid to our PEO and non-PEO NEOs in 2022. This performance measure may not have been the most important financial performance measure for years 2021 and 2020 and we may determine a different financial performance measure to be the most important financial performance measure in future years.
Company Selected Measure Name	Return on Tangible Book Value
Named Executive Officers, Footnote [Text Block]	(1) The amounts included in column (b) reflect the summary compensation table total for Scott F. Kavanaugh for the years reported in the table. Scott F. Kavanaugh was our PEO for each year presented. The amounts reported in column (d) reflect the average summary compensation table total amounts for the non-PEO executive officers for the respective years. The individuals comprising the non-PEOs for each year are listed below: ​ 2022 ​ ​ 2021 ​ ​ 2020 ​ Ulrich E. Keller, Jr. ​ ​ Ulrich E. Keller, Jr. ​ ​ Ulrich E. Keller, Jr. ​ David DePillo ​ ​ David DePillo ​ ​ David DePillo ​ Kevin Thompson ​ ​ Kevin Thompson ​ ​ John Michel ​ Lindsay Lawrence ​ ​ Lindsay Lawrence ​ ​ Kevin Thompson ​ Amy Djou ​ ​ ​ ​ ​ Lindsay Lawrence ​ Chris Naghibi ​ ​ ​ ​ ​ ​ ​ John A. Hakopian ​ ​ ​ ​ ​ ​ ​ David DePillo and Kevin Thompson resigned from the Company in November 2022. Lindsay Lawrence resigned from the Company in December 2022. John Michel resigned from the Company in May 2020.
Peer Group Issuers, Footnote [Text Block]	(4) The Peer Group TSR set forth in this table utilizes the KBW Nasdaq Regional Bank Index, which we also utilized in the stock performance graph required by Item 201(e) of Regulation S-K in our Annual Report filed on Form 10-K for the year ended December 31, 2022. The comparison assumes $100 invested for the period beginning December 31, 2019 through December 31, 2022 for the Company and the KBW Regional Bank Index, respectively. TSR shown the table are not necessarily indicative of future stock performance.
PEO Total Compensation Amount	$ 2,684,550	$ 2,439,000	$ 2,201,000
PEO Actually Paid Compensation Amount	$ 2,439,531	2,457,626	2,219,850
Adjustment To PEO Compensation, Footnote [Text Block]	(3) Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and non-PEO NEO’s as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718 and valuation assumptions do not differ materially from those disclosed as of the grant date of the equity awards. Amounts in the Exclusion of Stock Awards column are the totals from the Stock Awards columns set forth in the Summary Compensation Table. For all periods presented, equity values or awards only include stock awards as there were no stock options granted or outstanding during these periods. ​ Year ​ ​ Summary ​ ​ Exclusion of ​ ​ Inclusion of ​ ​ Compensation ​ 2022 ​ ​ ​ ​ 2,684,550 ​ ​ ​ ​ ​ (510,000 ) ​ ​ ​ ​ ​ 264,981 ​ ​ ​ ​ ​ 2,439,531 ​ ​ 2021 ​ ​ ​ ​ 2,439,000 ​ ​ ​ ​ ​ (435,000 ) ​ ​ ​ ​ ​ 453,626 ​ ​ ​ ​ ​ 2,457,626 ​ ​ 2020 ​ ​ ​ ​ 2,201,000 ​ ​ ​ ​ ​ (363,000 ) ​ ​ ​ ​ ​ 381,850 ​ ​ ​ ​ ​ 2,219,850 ​ ​ The amounts in the Inclusion of Equity Values in the table above is derived from the amounts as set forth below: Year ​ ​ Year-End Fair ​ ​ Change in Fair ​ ​ Vesting-Date Fair ​ ​ Change in Fair ​ ​ Fair Value at Last ​ ​ Value of ​ ​ Total – Inclusion ​ 2022 ​ ​ ​ ​ 157,659 ​ ​ ​ ​ ​ (54,577 ) ​ ​ ​ ​ ​ 145,006 ​ ​ ​ ​ ​ 16,893 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 264,981 ​ ​ 2021 ​ ​ ​ ​ 257,674 ​ ​ ​ ​ ​ 34,907 ​ ​ ​ ​ ​ 121,000 ​ ​ ​ ​ ​ 40,045 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 453,626 ​ ​ 2020 ​ ​ ​ ​ 280,811 ​ ​ ​ ​ ​ 11,491 ​ ​ ​ ​ ​ 108,671 ​ ​ ​ ​ ​ (19,123 ) ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 381,850 ​ ​
Non-PEO NEO Average Total Compensation Amount	$ 839,164	1,110,500	829,440
Non-PEO NEO Average Compensation Actually Paid Amount	$ 832,136	1,116,184	829,031
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]	(3) Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and non-PEO NEO’s as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718 and valuation assumptions do not differ materially from those disclosed as of the grant date of the equity awards. Amounts in the Exclusion of Stock Awards column are the totals from the Stock Awards columns set forth in the Summary Compensation Table. For all periods presented, equity values or awards only include stock awards as there were no stock options granted or outstanding during these periods. Year ​ ​ Average Summary ​ ​ Average Exclusion of ​ ​ Average Inclusion of ​ ​ Average ​ 2022 ​ ​ ​ ​ 839,164 ​ ​ ​ ​ ​ (20,386 ) ​ ​ ​ ​ ​ 13,358 ​ ​ ​ ​ ​ 832,136 ​ ​ 2021 ​ ​ ​ ​ 1,110,500 ​ ​ ​ ​ ​ (137,000 ) ​ ​ ​ ​ ​ 142,684 ​ ​ ​ ​ ​ 1,116,184 ​ ​ 2020 ​ ​ ​ ​ 829,440 ​ ​ ​ ​ ​ (99,880 ) ​ ​ ​ ​ ​ 99,471 ​ ​ ​ ​ ​ 829,031 ​ ​ Year ​ ​ Average Year-End ​ ​ Average Change ​ ​ Average Vesting- ​ ​ Average Change ​ ​ Average Fair ​ ​ Average Value of ​ ​ Total – Average ​ 2022 ​ ​ ​ ​ 7,065 ​ ​ ​ ​ ​ (2,300 ) ​ ​ ​ ​ ​ 30,314 ​ ​ ​ ​ ​ 2,905 ​ ​ ​ ​ ​ (24,626 ) ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 13,358 ​ ​ 2021 ​ ​ ​ ​ 79,801 ​ ​ ​ ​ ​ 12,476 ​ ​ ​ ​ ​ 37,471 ​ ​ ​ ​ ​ 12,936 ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 142,684 ​ ​ 2020 ​ ​ ​ ​ 76,311 ​ ​ ​ ​ ​ 2,736 ​ ​ ​ ​ ​ 31,268 ​ ​ ​ ​ ​ (5,509 ) ​ ​ ​ ​ ​ (5,335 ) ​ ​ ​ ​ ​ — ​ ​ ​ ​ ​ 99,471 ​ ​
Compensation Actually Paid vs. Total Shareholder Return [Text Block]	Description of Relationship Between PEO and Other NEO Compensation Actually Paid and Company Total Shareholder Return (“TSR”)
Compensation Actually Paid vs. Net Income [Text Block]	Description of Relationship Between PEO and Other NEO Compensation Actually Paid and Net Income
Compensation Actually Paid vs. Company Selected Measure [Text Block]	Description of Relationship Between PEO and Other NEO Compensation Actually Paid and Return on Tangible Book Value
Total Shareholder Return Vs Peer Group [Text Block]	Description of Relationship Between Company TSR and Peer Group TSR
Tabular List [Table Text Block]	Pay vs. Performance Financial Performance Measures We believe the financial performance measures shown below, all of which are performance objectives used in our executive compensation program, were the most important in linking compensation actually paid to our NEOs for 2022: • Return on Tangible Book Value ​ • Asset Quality / Performance of Loan Portfolio ​ • Loan-to-Deposit Ratio
Total Shareholder Return Amount	$ 82.36	142.87	114.43
Peer Group Total Shareholder Return Amount	106.02	117.08	87.9
Net Income (Loss)	$ 110,512,000	$ 109,511,000	$ 84,369,000
Company Selected Measure Amount	13	16.9	15.5
PEO Name	Scott F. Kavanaugh
Measure [Axis]: 1
Pay vs Performance Disclosure [Table]
Measure Name	Return on Tangible Book Value
Non-GAAP Measure Description [Text Block]	(5) We determined Return on Tangible Book Value was the most important financial performance measure used to link Company performance to Compensation Actually Paid to our PEO and non-PEO NEOs in 2022. This performance measure may not have been the most important financial performance measure for years 2021 and 2020 and we may determine a different financial performance measure to be the most important financial performance measure in future years.
Measure [Axis]: 2
Pay vs Performance Disclosure [Table]
Measure Name	Asset Quality / Performance of Loan Portfolio
Measure [Axis]: 3
Pay vs Performance Disclosure [Table]
Measure Name	Loan-to-Deposit Ratio
PEO [Member] | Exclusion of Stock Awards [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	$ (510,000)	$ (435,000)	$ (363,000)
PEO [Member] | Inclusion of Equity Values [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	264,981	453,626	381,850
PEO [Member] | Year-End Fair Value of Equity Awards Granted During the Year That Remained Unvested as of Last Day of Year [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	157,659	257,674	280,811
PEO [Member] | Change in Fair Value from Last Day of Year of Unvested EquityAwards Granted in Prior years [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	(54,577)	34,907	11,491
PEO [Member] | Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	145,006	121,000	108,671
PEO [Member] | Change In Fair Value Of Last Day Of Prior Year To Vesting Date Of Unvested Equity Awards Granted In Prior Years That Vested During Year [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	16,893	40,045	(19,123)
Non-PEO NEO [Member] | Exclusion of Stock Awards [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	(20,386)	(137,000)	(99,880)
Non-PEO NEO [Member] | Inclusion of Equity Values [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	13,358	142,684	99,471
Non-PEO NEO [Member] | Year-End Fair Value of Equity Awards Granted During the Year That Remained Unvested as of Last Day of Year [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	7,065	79,801	76,311
Non-PEO NEO [Member] | Change in Fair Value from Last Day of Year of Unvested EquityAwards Granted in Prior years [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	(2,300)	12,476	2,736
Non-PEO NEO [Member] | Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	30,314	37,471	31,268
Non-PEO NEO [Member] | Change In Fair Value Of Last Day Of Prior Year To Vesting Date Of Unvested Equity Awards Granted In Prior Years That Vested During Year [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	2,905	$ 12,936	(5,509)
Non-PEO NEO [Member] | Average Fair Value At Last Day Of Prior Year Of Equity Awards Granted In Prior Years That Forfeited During Years [Member]
Pay vs Performance Disclosure [Table]
Adjustment to Compensation Amount	$ (24,626)		$ (5,335)