Alessandra F. Bianco
About Alessandra F. Bianco
Alessandra F. Bianco, 45, has served as a director since November 2012. She holds a B.A. from Boston College (2003) and previously worked in the Office of the President at American Bible Society (2009–2013) and as an assistant to the Head of Investment Banking at Broadpoint Capital; since March 2009 she has been a senior officer of BARC Investments LLC, a major shareholder in ABCP. She is the daughter of Richard A. Bianco, ABCP’s Chairman, President and CEO, and the sister of director Richard A. Bianco, Jr. .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BARC Investments LLC | Senior Officer; Managing Member (with Richard A. Bianco, Jr.) | Since Mar 2009 | Co-manages controlling stake; shared voting/dispositive power via 13D/A filings |
| American Bible Society | Office of the President | 2009–2013 | Nonprofit leadership exposure |
| Broadpoint Capital | Assistant to Head of Investment Banking | Pre-2009 | Finance/IB experience |
External Roles
- No other public company directorships are disclosed in ABCP’s recent proxy and 10-K biographies for Ms. Bianco. The biographies list education and employment history but do not cite any outside public boards.
Board Governance
- Independence framework: ABCP’s securities are not listed on a national exchange, so exchange-based director independence standards under Rules 10A‑3 and 10C‑1 do not apply. The company references “Certain Relationships and Related Party Transactions” for conflict procedures.
- Historical independence determination: In 2016, the Board determined Ms. Bianco was “independent” under NASDAQ rules but, due to her familial relationship to the CEO, she did not serve on the Personnel (compensation) committee and did not vote on matters relating to Mr. Richard A. Bianco.
| Committee Memberships | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|
| Audit (Accounting & Audit) | Jerry Y. Carnegie (Chair), Alessandra F. Bianco, Kenneth M. Schmidt | Jerry Y. Carnegie (Chair), Alessandra F. Bianco, Scott M. Salant | Initially: Jerry Y. Carnegie (Chair) until June; Current: Scott M. Salant, Alessandra F. Bianco | Scott M. Salant, Alessandra F. Bianco |
| Personnel (Comp/Nom equivalent) | Kenneth M. Schmidt (Chair), Jerry Y. Carnegie | Scott M. Salant (Chair), Jerry Y. Carnegie (through June) | Scott M. Salant (Chair) (Carnegie through June); Ms. Bianco not a member | Scott M. Salant (Chair); Ms. Bianco not a member |
| Meetings & Attendance | 2023 | 2024 |
|---|---|---|
| Board meetings held | 2 | 4 |
| Audit Committee meetings | 1; plus 3 unanimous written consents | 1; plus 3 unanimous written consents |
| Personnel Committee meetings | 1 | 1 |
| Attendance | All directors ≥75% of Board/committee meetings | All directors ≥75% of Board/committee meetings |
- Audit oversight: Audit Committee reviews financial reporting, controls, and auditor independence; it recommended inclusion of audited financials in Form 10‑K for FY2022, FY2023, and FY2024.
- Auditor and fees: Marcum LLP appointed as independent auditor; audit fees were ~$72,000 in each of 2023 and 2024; no audit-related, tax, or other fees reported.
Fixed Compensation
- Structure: Annual director fee $12,000; Committee Chair/Co‑Chair fee $1,000; after four Board/committee meetings, $500 per meeting attendance fee. The Chairman/CEO (R.A. Bianco) waived his director fees in 2018, 2022, 2023, and 2024.
| Director Cash Fees (USD) | 2018 | 2022 | 2023 | 2024 |
|---|---|---|---|---|
| Alessandra F. Bianco | $12,000 | $12,000 | $12,000 | $12,000 |
- No additional compensation: Outside directors received no equity, non‑equity, or deferred compensation awards in 2018, 2023, or 2024.
Performance Compensation
| Director Equity/Performance Awards | 2018 | 2023 | 2024 |
|---|---|---|---|
| Equity awards (RSUs/PSUs/options) | None disclosed | None disclosed | None disclosed |
| Performance bonuses/metrics | None disclosed | None disclosed | None disclosed |
ABCP does not disclose performance-based director compensation or equity grants for outside directors; the Personnel Committee (compensation & nominating equivalent) currently has no written charter.
Other Directorships & Interlocks
| Entity/Person | Role/Relationship | Notes |
|---|---|---|
| ABCP – Richard A. Bianco | Chairman, President & CEO; father of Alessandra | Familial interlock; long-tenured leader; Ms. Bianco’s biography explicitly notes family relationship. |
| ABCP – Richard A. Bianco, Jr. | Director; brother of Alessandra | Director since 2016; senior officer of BARC Investments LLC with Alessandra. |
| BARC Investments LLC | Controlling shareholder; Ms. Bianco managing member | 69.4% in Apr-2024 (58,950,460 sh), rising to 70.5% in Mar-2025 (59,860,151 sh). Shared voting/dispositive power by Alessandra and R.A. Bianco Jr. |
Expertise & Qualifications
- Education: B.A., Boston College (2003).
- Finance/Investment exposure: Experience at Broadpoint Capital (investment banking) and as senior officer/managing member of BARC Investments LLC.
- Governance: Multi‑year Audit Committee service; Audit Committee engaged with Marcum on auditor independence and PCAOB matters.
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding | As-of |
|---|---|---|---|
| Alessandra F. Bianco (via BARC Investments LLC; shared power) | 16,000,000 | 39.28% | Mar 20, 2015 |
| BARC Investments LLC (beneficial owner) | 58,950,460 | 69.4% | Apr 2, 2024 |
| Alessandra F. Bianco (via BARC Investments LLC; shared power) | 59,860,151 | 70.5% | Mar 24, 2025 |
- Pledging: The company reports no pledges of ABCP shares by officers, employees, or directors in 2015 and 2025 ownership disclosures.
Governance Assessment
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Strengths
- Significant “skin-in-the-game”: Ms. Bianco, as managing member of BARC Investments LLC, shares voting and dispositive power over ~70.5% of outstanding shares as of Mar 2025, aligning economic interests with shareholders.
- Active audit oversight: Ongoing Audit Committee membership; committee reviewed audited financials and auditor independence; consistent inclusion of audits in 10‑K filings.
- Attendance: Board and committees reported ≥75% attendance among directors in 2023 and 2024.
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Concerns and RED FLAGS
- Family-controlled governance: Ms. Bianco is the CEO/Chair’s daughter, with her brother also on the Board, and jointly controls a supermajority stake via BARC—raises independence and potential related-party influence risks.
- Audit Committee membership despite family ties: While permissible for a non‑listed issuer, this would typically be scrutinized under exchange standards; company explicitly notes it is not subject to 10A‑3/10C‑1 independence rules.
- Compensation committee charter absence: Personnel Committee (compensation & nominating equivalent) has no written charter, reducing formal governance safeguards.
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Additional notes
- No director equity grants or performance-based pay for outside directors, limiting incentive complexity but also removing formalized performance pay alignment mechanisms at the director level.
- For detailed conflict review, see “Certain Relationships and Related Party Transactions” referenced in the proxy.