Sheryl WuDunn
About Sheryl WuDunn
Sheryl WuDunn, age 65, is an independent director of BayFirst Financial Corp. (BAFN), serving since 2022; her background spans co-founding FullSky Partners, FINRA-registered investment banking, and executive management roles at the New York Times (2000–2006) . She specializes in advising socially-driven growth companies in technology and healthcare, co-owns Kristof Farms, and is the first Asian-American reporter to win a Pulitzer Prize; the Board cites her leadership, senior-level banking, and technology investment experience as core credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The New York Times | Executive management roles; Pulitzer Prize-winning reporter | 2000–2006 | Senior newsroom/management experience; credibility and stakeholder communication expertise |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| FullSky Partners | Co-founder; advisor to double-bottom-line ventures | Since 2013 | Focus on socially-driven growth companies in tech/healthcare |
| Private Patriot, Inc. (NY) | FINRA-registered banker | Current (2025 proxy) | Middle-market focus; replaced prior listing of Mid-Market Securities, LLC in 2024 proxy |
| Kristof Farms | Co-owner | Current | Wine and cider venture; personal ownership |
Board Governance
- Current committees: Audit and Risk Management (Member) and Corporate Social Responsibility (Member); not a committee chair .
- Audit Committee independence: Board determined all Audit members are independent per Nasdaq/SEC standards; her Audit role supports independence and financial oversight credibility .
- Attendance: In 2024 the Board held nine meetings and all directors attended at least 75% of Board/committee meetings; in 2023 the Board held four quarterly meetings and all directors attended at least 75% .
- Bank board: The Bank’s board includes all Company directors except Mark S. Berset, implying WuDunn also serves on the Bank board .
- Engagement signal: Listed among signatories of the Audit and Risk Management Committee Report in both 2025 and 2024 proxies .
- Independence status: Board affirmed a majority independent; specific non-independent directors listed do not include WuDunn, and Audit Committee composition requires her independence .
| Committee | Role | Evidence |
|---|---|---|
| Audit and Risk Management | Member | Committee matrix; Audit Report signatory |
| Corporate Social Responsibility | Member | Committee matrix |
Fixed Compensation
- Fee framework: Directors receive $1,500 per Company Board meeting; $1,500 per separate Bank Board meeting; $500 per Audit, Compensation, CSR, Credit & Loan, Compliance meetings; $500 per Bank Asset Liability Committee meeting (2025) and $250 in 2024; chair retainers: Board/Bank Board $22,500; Audit Chair $10,000; Nominating $7,500; Bank ALCO $7,500; Compensation $7,500; CSR $5,000 .
- WuDunn’s cash fees: $32,500 (2024) and $21,750 (2023) .
| Component | 2023 | 2024 |
|---|---|---|
| Cash fees earned ($) | $21,750 | $32,500 |
| Fee schedule highlights | $1,500 Board/Bank Board; $500 most committees; ALCO $250 (2024) | $1,500 Board/Bank Board; $500 most committees; ALCO $500 (2025) |
Performance Compensation
- Equity grants: Stock awards (no options disclosed for WuDunn) totaled $16,928 (2023) and $10,823 (2024) under the Amended & Restated 2017 Equity Incentive Plan; fair value is based on grant-date stock price per 2022 amendment .
- Plan governance: Equity Grant Timing Policy under development to avoid spring-loading; grants in Feb-2024 occurred four days post year-end earnings release, consistent with prior years .
| Equity Component | 2023 | 2024 | Notes |
|---|---|---|---|
| Stock awards ($) | $16,928 | $10,823 | Granted under 2017 EIP; grant-date fair value policy amended in 2022 |
| Option awards | None disclosed | None disclosed | No director options listed for WuDunn |
| Grant timing policy | — | Policy under development; Feb-2024 grants timed post earnings | Governance control to avoid spring-loading |
Other Directorships & Interlocks
- Public company boards: None disclosed for WuDunn in BAFN proxies; other directors (e.g., Saravanos at HCI Group; Mark Berset at Heritage Insurance) have public roles, but none are shared with WuDunn .
- Potential interlocks/conflicts: Related-party transactions section does not list any transactions involving WuDunn; notable related-party items involve Politis family leasing and Berset family insurance services, both approved under insider policy thresholds .
Expertise & Qualifications
- Board-cited qualifications: Leadership, senior-level banking, and technology investment experience; Pulitzer Prize and authorship on social/economic issues; executive management experience in media operations .
- Functional strengths: Stakeholder communications, governance/CSR awareness, and audit oversight via committee participation .
Equity Ownership
| Date (Record) | Shares Beneficially Owned | Right to Acquire (60 days) | % of Outstanding |
|---|---|---|---|
| March 24, 2025 | 5,248.33 | 0.00 | 0.13% (based on 4,129,027 shares) |
| March 25, 2024 | 4,139.47 | 0.00 | 0.10% (based on 4,134,914 shares) |
- Insider trading compliance: No delinquent Section 16(a) filings reported for directors in 2024; 2025 notes one late Form 4 by Anthony Leo only, implying WuDunn timely filings .
- Hedging policy: Company prohibits directors from short selling or trading options on Company securities; supports alignment .
- Stock purchase plan: Directors may purchase shares via the Non-Qualified Stock Purchase Plan through fee deductions but are not eligible for discounts .
Governance Assessment
- Strengths: Independent Audit Committee member; consistent engagement (Audit Report signatory); no disclosed related-party transactions; improving ownership (from ~0.10% to ~0.13%); compliance with hedging prohibitions .
- Compensation alignment: Mix of modest cash fees and annual stock awards; no director options; equity awards governed under EIP with grant timing controls being formalized to mitigate spring-loading risk .
- Attendance/engagement: Board-wide ≥75% attendance in 2023–2024; CSR and Audit roles suggest active participation in oversight and sustainability topics .
- RED FLAGS: None specific to WuDunn disclosed. Broader board related-party exposures exist (leased headquarters from Politis family affiliate; insurance purchases from Berset family agency) but are approved under insider policy; monitor for concentration risk and independence optics at committee level over time .
- Investor confidence signals: Independence, audit role, governance of equity grants, and absence of conflicts associated with WuDunn support board effectiveness and alignment; continued disclosure on director ownership guidelines would further enhance transparency (not disclosed) .