Patrick G. Hagan
About Patrick G. Hagan
Patrick G. Hagan (age 68) has served on Ames National Corporation’s (ATLO) board since 2017 and has been independent Chairman of the Board since 2022. He retired in 2019 as Senior Vice President and Treasurer of Fareway Stores, Inc., and previously was Executive Vice President and a director of Citizens National Bank in Boone, Iowa; he served on Boone Bank & Trust Co.’s board (2015–Apr 2023) and joined First National Bank’s board in Sept 2023, bringing banking and retail operations expertise to ATLO’s governance .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Fareway Stores, Inc. | Senior Vice President & Treasurer | Retired 2019 (prior years not specified) | Senior finance leadership for multi-state grocer |
| Citizens National Bank (Boone, IA) | Executive Vice President & Director | Five years (dates not specified) | Banking executive/board experience |
| Boone Bank & Trust Co. (ATLO subsidiary) | Director | 2015 – Apr 2023 | Subsidiary bank governance |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| First National Bank (ATLO subsidiary) | Director | Since Sept 2023 | Subsidiary oversight; local market governance |
| Other public company boards | None | N/A | No current or past five-year public company directorships |
Board Governance
- Structure: ATLO separates CEO and Chair roles; Hagan served as Chairman while John P. Nelson served as CEO—considered sound governance by the board .
- Independence: The board determined all directors (and nominees) are independent except the CEO (Nelson) and former CFO (Pierschbacher); Hagan is independent .
- Committees: Hagan is not currently assigned to Audit, Personnel, or Nominating committees; committee memberships are held by other independent directors .
- Attendance: The board met four times in 2024; all directors except one (Larson) attended at least 75% of board/committee meetings—Hagan met the threshold . All directors attended the 2024 annual shareholder meeting .
| Governance Item | Status |
|---|---|
| Independence | Independent director |
| Chair role | Chairman of the Board (independent) |
| Audit Committee | Not a member |
| Personnel Committee | Not a member |
| Nominating Committee | Not a member |
| Board meetings in 2024 | 4 meetings; ≥75% attendance (Hagan) |
| Annual meeting attendance (2024) | Attended |
Fixed Compensation
- ATLO uses cash-based director compensation; there are no company RSU/PSU/option grants to directors.
- Fee schedule (2024): $9,000 annual retainer; $2,500 per board meeting; Chair receives an extra $1,000 per meeting; committee meeting fees $520 (member)/$660 (chair); additional fees may accrue for service on subsidiary bank boards .
| 2024 Director Compensation (ATLO) | Amount (USD) |
|---|---|
| Annual retainer (cash) | $9,000 per director |
| Board meeting fee | $2,500 per meeting; +$1,000 per meeting for Chairman |
| Committee meeting fee | $520 (member); $660 (chair) |
| Subsidiary bank board fees | $650–$900 per bank board meeting; $295–$600 per bank committee meeting |
| Patrick G. Hagan – 2024 Compensation | Amount (USD) |
|---|---|
| Fees Earned or Paid in Cash | $34,110 |
| All Other Compensation (Bank Director Stock Incentive Plan cash award) | $1,933 |
| Total | $36,043 |
Notes:
- The Bank Director Stock Incentive Plan pays cash equal to the market value of 100 ATLO shares as of ten trading days through April 30; directors are encouraged (not required) to use the award plus personal funds to buy at least 200 shares and hold for five years, or risk exclusion from future plan participation .
Performance Compensation
- No performance-based equity awards (RSUs/PSUs/options) or director cash bonuses are disclosed for Hagan; director pay is largely fixed via retainers and meeting fees. The Bank Director Stock Incentive Plan is a cash award encouraging open-market share purchases; it is not contingent on performance metrics .
No director performance metrics or incentive equity plans are disclosed for Hagan; skip metric table (not applicable) .
Other Directorships & Interlocks
- Public company interlocks: None—ATLO discloses that no directors (including Hagan) currently serve or have served in the past five years on other public company boards .
- Subsidiary board roles: First National Bank director since Sept 2023; Boone Bank & Trust Co. director until Apr 2023 .
- Family relationships: None among directors/officers .
Expertise & Qualifications
- Credentials: Senior finance executive at Fareway Stores; former bank EVP/director; long-standing subsidiary bank board experience; brings banking, accounting/finance, and retail operations perspective valued by the Nominating Committee .
Equity Ownership
| Holder | Total Beneficial Ownership | % of Shares Outstanding | Components/Notes |
|---|---|---|---|
| Patrick G. Hagan | 14,700 shares | <1% | IRA: 6,235 shares; spouse’s IRA: 50 shares; joint with spouse: 8,300 shares; additional IRA: 115 shares |
Alignment policies:
- Hedging prohibited for directors/employees (short sales, derivatives, collars, swaps, etc.) .
- Bank Director Stock Incentive Plan encourages purchase and five-year holding of ATLO shares (not mandatory; non-compliance may exclude future participation) .
Insider Trades
| Date (Filing or Transaction) | Security | Action | Quantity | Price | Ownership Form/Account |
|---|---|---|---|---|---|
| 2022-05-12 (transaction; filed 2022-05-15) | ATLO Common Stock | Open-market purchase (P) | 500 | $23.01 | Indirect – Patrick G. Hagan IRA |
| 2025-10-24 (filing) | ATLO Common Stock | Filed Form 4; acquisition reported | N/A | N/A | N/A |
Company-maintained Section 16 page shows Hagan’s Form 4 activity among ATLO insider filings in 2023 .
Governance Assessment
- Board effectiveness: Independent Chair structure with Hagan enhances oversight; clear separation from management (CEO not independent) .
- Independence/engagement: Hagan is independent, met attendance guidelines, and engages via subsidiary bank boards; he attended the 2024 annual meeting .
- Compensation/ownership alignment: Cash-based director fees are modest; Bank Director Stock Incentive Plan nudges share accumulation and holding; Hagan beneficially owns 14,700 shares (<1%), with no pledging disclosed; hedging is prohibited—positive for alignment .
- Committees: Hagan is not on standing committees; committee chairs and a designated financial expert (Eslinger) lead core oversight—neutral, common when Chairman focuses on full-board leadership .
- Related-party exposure: ATLO discloses that director/officer loans (if any) occur in ordinary course on market terms and are subject to Regulation O; Audit Committee oversees related-party transactions—no Hagan-specific related-party transactions disclosed .
RED FLAGS:
- None disclosed specific to Hagan regarding pledging, hedging, option repricing, tax gross-ups, or related-party transactions .