Michael J. Haddad
ASSOCIATED BANC-CORPAbout Michael J. Haddad
Independent director at Associated Banc-Corp since 2019; age 58. Chair of the Board at Schreiber Foods (employee‑owned, international dairy) since 2019; previously President & CEO (2009–2019) after joining Schreiber in 1995. Serves on ASB’s Audit Committee and Trust Committee and meets the requirements of an audit committee financial expert. The Board determined all directors other than the CEO are independent under NYSE rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Schreiber Foods, Inc. | Chair of the Board | 2019–present | Leads governance at a >$7B revenue global food company; audit committee financial expertise |
| Schreiber Foods, Inc. | President & CEO | 2009–2019 | Led global operations; long-standing familiarity with ASB’s markets |
| Schreiber Foods, Inc. | Various roles of increasing responsibility | 1995–2009 | Senior leadership development across finance/operations |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Green Bay Packers, Inc. | Director | Not disclosed | Board member of privately held NFL franchise |
| John & Ingrid Meng Family Foundation | Director | Not disclosed | Non-profit board service |
| 2025 NFL Draft Green Bay Host Committee | Chair | 2025 | Community leadership in major event governance |
Board Governance
- Committee assignments: Audit Committee and Trust Committee; identified as audit committee financial expert .
- Committee activity: Audit (11 meetings), Trust (4); Board held 5 meetings in 2024 .
- Attendance: Each director who served all year attended ≥75% of Board and relevant committee meetings; all directors/nominees attended the 2024 Annual Meeting; executive sessions of non‑management directors at all regular Board meetings .
- Independence: Board determined all directors except the CEO are independent under NYSE rules .
- Leadership structure: Chairman and CEO roles are separated per bylaws and guidelines .
Fixed Compensation
2024 actual director compensation for Michael J. Haddad:
| Component | Amount ($) |
|---|---|
| Annual cash retainer | 80,000 |
| RSU grant (grant‑date fair value) | 125,000 |
| Total | 205,000 |
2025 standard non‑employee director compensation program:
| Component | Terms |
|---|---|
| Annual cash retainer | $80,000; no regular meeting fees |
| RSUs | $125,000 FMV granted Feb 1 annually; vest 100% after 1 year; settlement or deferral available |
| Chairman additional retainer | $100,000 |
| Committee chair retainer | $15,000 (Audit, Compensation & Benefits, Corporate Development, Corporate Governance & Social Responsibility, Enterprise Risk, Trust) |
| Ad hoc committee meeting fee | $1,500 (when convened) |
| Directors’ Deferred Compensation Plan | Optional deferral of fees/RSU settlement; distributions begin six months after board service ends |
RSU vesting mechanics for directors: each RSU vests 100% on the first anniversary of grant; shares are issued or deferred per election .
Performance Compensation
Not applicable for directors. ASB’s director equity is time‑based RSUs; no director performance metrics or bonuses are disclosed .
Other Directorships & Interlocks
- No public company directorships disclosed for Haddad; roles are at private or non‑profit organizations (Schreiber Foods; Green Bay Packers; Meng Family Foundation) .
- Related party exposure: No Haddad‑specific related party transactions disclosed. Company reports ordinary‑course loans to directors/officers/related interests aggregating ~$21.3 million at 12/31/2024 (~0.46% of consolidated stockholders’ equity), all on market terms .
Expertise & Qualifications
- Former CEO and current Chair of a large global food company (> $7B revenues), bringing operational, financial, and governance leadership; designated audit committee financial expert .
- Deep familiarity with ASB’s Midwestern markets and community leadership (NFL Draft Host Committee Chair) .
Equity Ownership
| Holding | Amount | Notes |
|---|---|---|
| Common stock | 9,654 shares; <1% of class | Beneficial ownership; percent <1% |
| RSUs (director) | 4,972 units | Non‑voting; vest 1 year from grant |
| Preferred depositary shares | 2,000 (Series F) | Each equals 1/40th interest in 5.625% Series F |
| Directors’ Deferred Compensation Plan | $1,419,303 balance | Expressed as 56,591 equivalent shares based on $25.08 price on 2/14/2025 |
| Hedging/pledging | Prohibited | Insider Trading Policy bans hedging/pledging; pledged shares excluded from ownership guidelines |
| Ownership guidelines | 5× annual cash retainer required | All directors are within expected guideline compliance |
Governance Assessment
- Strengths: Independent director; Audit Committee membership with financial expert designation enhances oversight of financial reporting and regulatory compliance . Strong attendance and consistent executive sessions support board effectiveness . Ownership alignment via common shares, RSUs, and sizable deferred plan balance; robust director ownership guidelines and hedging/pledging prohibitions reduce misalignment risk . Separation of Chair/CEO mitigates potential conflicts and supports independent oversight .
- Pay structure: Balanced cash/equity mix, standard market retainer and annual RSUs with one‑year vesting; no meeting fees, modest chair retainers—consistent with S&P 400 practices benchmarked by Mercer .
- Conflicts/Related parties: No Haddad‑specific related party transactions disclosed; ASB reports aggregate director/officer loans on market terms, low relative to equity—monitor ongoing ordinary‑course banking relationships given his external roles, but no red flags disclosed .
- RED FLAGS: None disclosed for Haddad (no pledging/hedging, no related‑party transactions, independence affirmed, attendance above threshold) .