Mary Curran
About Mary A. Curran
Independent director since 2017; age 68. Former Executive Vice President and Corporate Banking Chief Risk Officer at MUFG Union Bank (2011–2014) and Head of The Private Bank (2006–2011); NACD Governance Fellow; B.S. Journalism (University of Colorado Boulder) and Master’s in Business (San Diego State University). Chairs Banc of California’s Enterprise Risk Committee and is an Audit Committee member; affirmed independent under NYSE standards. Will complete service on external boards (Innovative Industrial Properties and Hunter Industries) in June 2025.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| MUFG Union Bank, N.A. | Executive Vice President, Corporate Banking Chief Risk Officer | 2011–2014 | Built proactive, integrated risk management infrastructure; credit/risk leadership |
| MUFG Union Bank, N.A. | Executive Vice President, Head of The Private Bank | 2006–2011 | Performance improvement across multi-state wealth management practice |
| Commercial Banking (prior roles) | Various leadership positions | 17 years prior to 2006 | Commercial banking leadership foundation |
External Roles
| Organization | Role | Public/Private | Committees | Status/Notes |
|---|---|---|---|---|
| Innovative Industrial Properties, Inc. (NYSE: IIPR) | Director | Public | Audit; Nominating & Corporate Governance | Completing service June 2025 |
| Hunter Industries Inc. | Director; Audit Chair | Private | Audit (Chair); Nominating/Governance | Completing service June 2025 |
| San Diego State University’s Campanile Foundation | Prior Chair; current committee member | Non-profit | Nominating & Governance (current) | Prior Board Chair and Exec Committee |
| California Bankers Association | Prior Chair | Industry association | Banker Benefits Board (current involvement) | Ongoing involvement |
Board Governance
- Committee assignments: Audit Committee member; Enterprise Risk Committee Chair.
- Independence: Board determined all directors except the CEO are independent per NYSE; Curran qualifies.
- Board leadership: Chair separate from CEO; Lead Independent Director would be designated if Chair were not independent.
- Meetings and attendance: 2024 meetings—Board (8), Audit (13), CNG (7), Risk (9), Finance (5); each director attended at least 75% of Board and applicable committee meetings.
- Board composition: 11 of 12 directors independent; average age 59; average tenure 4.3 years.
Fixed Compensation
| Component | Amount | Structure | Notes |
|---|---|---|---|
| Annual Director Retainer | $160,000 | 50% cash / 50% RSUs | RSUs vest on 1-year anniversary; accelerated on change in control, death/disability, or qualifying termination |
| Chair of the Board | $85,000 | Cash | Additive to retainer |
| Committee Chair – Audit | $20,000 | Cash | Additive |
| Committee Chair – CNG | $15,000 | Cash | Additive |
| Committee Chair – Enterprise Risk | $15,000 | Cash | Additive |
2024 Director Compensation – Mary A. Curran:
| Year | Fees Earned (Cash) | Stock Awards (Grant-Date Fair Value) | All Other (Dividends) | Total |
|---|---|---|---|---|
| 2024 | $95,000 | $80,007 | $641 | $175,648 |
Performance Compensation
- Directors do not receive non-equity incentives; equity awards are time-based RSUs vesting after one year.
- RSU grants and vesting: | Grant Year | RSUs Granted | Unvested RSUs at 12/31/2024 | Vest Date | |---|---|---|---| | 2024 | 5,366 | 5,366 | May 9, 2025 |
Other Directorships & Interlocks
- Current public company directorship: Innovative Industrial Properties (NYSE: IIPR), Audit and Nominating & Corporate Governance Committees; completing service June 2025.
- Private company board: Hunter Industries, Audit Chair; completing service June 2025.
- Conflict controls: Banc of California’s Related Party Transactions Policy and Outside Business Activity Policy require CNG Committee oversight and waivers for conflicts; no transactions involving Curran are identified in the proxy’s related party section.
Expertise & Qualifications
- Deep risk and credit management expertise from MUFG Union Bank leadership roles; chairs BANC’s Enterprise Risk Committee.
- NACD Governance Fellow; formal governance credentials.
- Education: B.S. Journalism (University of Colorado, Boulder); Master’s in Business (San Diego State University).
Equity Ownership
| Holder | Voting Common Shares | RSUs/PSUs Vesting ≤60 Days | Total Beneficial Ownership | Notes |
|---|---|---|---|---|
| Mary A. Curran | 58,736 | 5,366 | 64,102 | Includes 53,359 shares in Mary Allis Curran Trust; 5,377 shares in IRA |
Alignment policies and practices:
- Director stock ownership guidelines: Non-employee directors expected to own stock/stock equivalents equal to 5× annual base cash retainer within five fiscal years; as of Dec 31, 2024, each director complied (allowing for service under five years).
- Insider trading/hedging policies: Company policy prohibits short selling, options trading, hedging, and pledging of Company shares; directors must comply.
Governance Assessment
- Board effectiveness signals: Independent status; chairs risk oversight; Audit membership; ≥75% meeting attendance; robust governance framework (committee charters, guidelines, codes) bolster investor confidence.
- Shareholder support: At the May 9, 2024 annual meeting, Curran received 115,146,051 “For,” 1,863,832 “Against,” and 138,933 “Abstain” votes; Say-on-Pay approved 112,451,310 “For,” 4,436,360 “Against,” 261,146 “Abstain.”
- Conflicts/related parties: No related-party transactions disclosed involving Curran; strict policies govern any such transactions and outside activities, mitigating conflict risk.
- Engagement and time commitments: External board roles ending June 2025 reduce potential overboarding concerns going forward; continued non-profit involvement supports stakeholder engagement.
RED FLAGS: None identified in filings—no pledging/hedging, no related-party transactions, independent status confirmed, meeting attendance thresholds met.