Lisa Lutoff-Perlo
About Lisa Lutoff-Perlo
Independent director of Amerant Bancorp Inc. since 2025; age 67. Former President & CEO of Celebrity Cruises and Vice Chair, External Affairs at Royal Caribbean Group, bringing extensive operations and public-company governance experience. Education: Executive Leadership Program Certificate, Wharton School of Business, University of Pennsylvania. Appointed to AMTB’s Board on January 22, 2025 via a third‑party search firm; Board determined she meets NYSE independence standards .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Celebrity Cruises, Inc. | President & CEO | 2014–2023 | Led operations and brand; C‑suite leadership |
| Royal Caribbean International | EVP, Operations | 2012–2014 | Oversight of fleet operations |
| Celebrity Cruises, Inc. | SVP, Hotel Operations | 2007–2012 | Operations leadership |
| Celebrity Cruises, Inc. | VP, Onboard Revenue | 2005–2007 | Revenue optimization |
| Royal Caribbean International | Various senior roles | 1985–2005 | Progressive operating roles |
| Royal Caribbean Group | Vice Chair, External Affairs | 2023–2024 | External affairs leadership |
| FIFA World Cup 2026 Miami Host Committee | President & CEO | 2024 | Event leadership |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| AutoNation, Inc. (NYSE: AN) | Director | 2020–present | Audit; Corporate Governance & Nominating |
| Hornblower Group (Private) | Chairwoman of the Board; Comp Committee member | 2024–present | Compensation |
| United Way of Broward County | Former Chairwoman/Board member | 2010–2024 | Governance/community engagement |
| St. Mary’s Medical Center (Private) | Director | 2016–2018 | Board service |
| Various civic organizations | Member | 2016–2023 | Community leadership |
Board Governance
- Independence: Board determined Lutoff‑Perlo is independent under NYSE/SEC rules .
- Committee assignments: As of the 2025 proxy date, the Board had not yet appointed her to any AMTB Board committees .
- Board activity context: In 2024 the Board held 18 meetings and four independent‑director executive sessions; attendance threshold of ≥75% met by all then‑incumbent directors except Mr. Quelch (not standing for reelection). Lutoff‑Perlo joined in 2025, so 2024 attendance stats are not applicable to her .
- Lead Independent Director: Dr. Pamella J. Dana with robust responsibilities including executive sessions and agenda approval .
- Orientation/education: AMTB runs formal director orientation and ongoing education; topics in 2024 included banking trends, climate risks, generative AI risk, and regulatory requirements .
Fixed Compensation
AMTB non‑employee director pay structure (effective Jan 1, 2024; applicable to 2025 service unless changed):
| Component | Amount | Notes |
|---|---|---|
| Board cash retainer | $46,000 | Paid monthly |
| Audit Committee member retainer | $12,000 | Paid monthly |
| Other AMTB Committee member retainer | $10,000 | Paid monthly |
| Bank Trust Committee member retainer | $5,000 | Paid monthly |
| Lead Independent Director retainer | $35,000 | Paid monthly |
| Audit Committee Chair retainer | $18,000 | Paid monthly |
| Other Committee Chair retainer | $15,000 | Paid monthly |
| Trust Committee Chair (Bank) retainer | $7,500 | Paid monthly |
| Annual equity grant (RSUs) | $65,000 | Stock‑settled RSUs; vests after one year from grant (post‑Annual Meeting) |
As a new independent director (appointed Jan 22, 2025), Lutoff‑Perlo is expected to receive the standard non‑employee director compensation from/after the May 7, 2025 Annual Meeting (timing per program design). RSU awards vest one year from grant .
Performance Compensation
| Item | Disclosure |
|---|---|
| Performance‑based compensation for non‑employee directors | None; AMTB director equity is time‑based RSUs (no PSU/option linkage for directors) |
Other Directorships & Interlocks
| Item | Disclosure |
|---|---|
| Interlocks (Item 407(e)(4)) involving AMTB Comp Committee | None disclosed for 2024 committee members; Lutoff‑Perlo was not a committee member in 2024 . |
| Related party transactions (Item 404) | No transactions disclosed involving Lutoff‑Perlo; only a director’s relative (Marturet) noted as an employee with ~$300,000 compensation; Audit Committee oversees related‑party review . |
Expertise & Qualifications
- C‑suite operations leadership; public‑company governance and financial reporting oversight via AN Audit and Governance committees .
- Sector experience: Travel/leisure operations (cruise industry), large‑scale customer experience, brand/revenue optimization .
- Education: Wharton executive leadership; extensive Florida market engagement .
- Board skills matrix relevance includes public company governance and human capital management emphasis at AMTB .
Equity Ownership
| Holder | Class A Voting Shares | Class A Non‑Voting Shares | % of Voting Outstanding (calc) | Notes |
|---|---|---|---|---|
| Lisa Lutoff‑Perlo | 500 | 0 | ~0.0013% (500 / 38,986,099) | Beneficial ownership as of March 10, 2025 |
Stock ownership alignment:
- Guidelines require non‑employee directors to hold shares equal to 4× the annual cash retainer; allowed 5 years from appointment to reach compliance; must retain 50% of net shares until met .
- Insider Trading Policy: Prohibits hedging and, as of May 2024, pledging of AMTB securities; applies to directors .
Governance Assessment
- Board effectiveness: Independence confirmed; strong external board experience on AN audit/governance should bolster oversight quality at AMTB’s Audit/Governance/Compensation committees once assignments are made .
- Alignment: Ownership is currently de minimis (500 shares), but policy provides five-year runway to meet 4× retainer guideline; anti‑hedging/anti‑pledging policy supports investor alignment .
- Engagement: AMTB’s orientation/education framework and 2024 executive sessions suggest robust governance practices; she joined post‑2024, so attendance metrics are not yet informative .
- Conflicts: No related‑party transactions or compensation interlocks disclosed involving Lutoff‑Perlo; external roles (AN; Hornblower) do not present disclosed conflicts with AMTB’s banking operations .
Red Flags (none disclosed specific to Lutoff‑Perlo):
- No pledging/hedging permitted per policy; no related‑party transactions disclosed for her; no say‑on‑pay concerns specific to director pay. Board did note 79.3% say‑on‑pay support in 2024 and initiated investor outreach and plan design changes—positive governance signal .