Judith Q. Bielan
About Judith Q. Bielan
Judith Q. Bielan, Esq. is a 60-year-old New Jersey attorney with over 30 years of practice, serving as a director of BCB Bancorp since inception in 2000; her current term runs to 2028 . She founded Bielan, Miklos & Makrogiannis, P.C., which later joined Wiener Law Group, and holds degrees from Montclair State (University) and Seton Hall University School of Law, with recognized experience in real estate, marketing, budgeting, public relations, and collections . She currently serves on the NJ State Bar Association Legislative Committee and has held multiple court and bar leadership roles, underscoring governance and legal acumen .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hudson County Condemnation Board | Court-appointed Commissioner | Past (years not specified) | Oversight of condemnation proceedings |
| Hudson County Fee Arbitration Committee | Member | Past | Fee dispute resolution governance |
| Hudson County Bar Association | President | 2010 | Bar leadership; community legal governance |
| Due Diligence, Family Law, Early Settlement Panels (Hudson County) | Committee member | Past | Case settlement and diligence processes |
| Holy Family Academy | Board member | 2001–2010 | School governance; community engagement |
| Bayonne PAL | Youth coach; Hall of Fame inductee | Inducted 2014 | Community leadership; youth development |
| Bayonne High School Adult Education | Instructor | Past | Adult education; community outreach |
External Roles
| Organization | Type | Role | Status |
|---|---|---|---|
| NJ State Bar Association | Professional association | Legislative Committee member | Current |
| Women Rising | Non-profit | Trustee | Past/Volunteer |
| Wiener Law Group (successor to Bielan, Miklos & Makrogiannis, P.C.) | Law firm | Attorney (firm affiliation) | Current affiliation via firm transition |
Board Governance
- Independence: The Board determined Bielan is independent under Nasdaq standards (only Blake, Coughlin, Shriner, Widmer are non-independent) .
- Committee assignments:
- Nominating & Corporate Governance Committee: Vice Chair; committee held 12 meetings in FY 2024 .
- Compensation Committee: Member; committee held 7 meetings in FY 2024; engages Meridian Compensation Partners as independent consultant; no interlocks or insider participation reported .
- Audit Committee: Not a member; Audit Committee held 8 meetings in FY 2024 .
- Attendance: Board met 14 times in FY 2024; except for DiDomenico, each director attended at least 75% of aggregate Board and assigned committee meetings; annual meeting attendance is expected and was met in 2024 .
- Executive sessions: Policy requires non-management directors to meet in executive session periodically .
- Risk oversight: Board maintains ALCO-ERM oversight and cybersecurity framework alignment with NIST CSF 2.0; compensation programs reviewed to avoid excess risk .
| Committee | Role | Meetings (FY 2024) | Independence |
|---|---|---|---|
| Nominating & Corporate Governance | Vice Chair | 12 | All members independent |
| Compensation | Member | 7 | All members independent; Meridian engaged; no interlocks |
| Audit | Not a member | 8 | All members independent; Chair designated financial expert |
Fixed Compensation
- Director compensation program (FY 2024):
- Annual retainer (Bank): $25,000
- Annual retainer (Company): $10,000
- Committee meeting fees: $300 per meeting; ALCO and Audit Committee members receive $500 per meeting
- Non-Executive Chair: $75,000 per year
- Equity awards: Non-employee directors did not receive restricted stock or option awards in FY 2024
| Director | Fees Earned (Cash) | Stock Awards | Other | Total |
|---|---|---|---|---|
| Judith Q. Bielan | $54,200 | — | — | $54,200 |
- Deferred Compensation: Directors may elect to defer Board fees under the 2023 Deferred Plan (nonqualified, 409A-compliant), with optional matching/discretionary contributions vesting after three years and change-in-control full vesting; distributions per elections; rabbi trust may be used; hedging/pledging prohibited .
Performance Compensation
- Non-employee directors had no equity awards granted in 2024; however, unvested restricted stock remained outstanding from prior grants (see Equity Ownership) -.
- As a Compensation Committee member, Bielan oversees executive incentive design; the 2024 Annual Incentive Plan used objective metrics and weights:
| Metric | Weight | Design Notes |
|---|---|---|
| Pre-Provision Net Revenue (PPNR) | 25% | Threshold/Target/Stretch payout curve (50%/100%/150% of target); straight-line interpolation |
| Total Risk-Based Capital Ratio | 25% | Balanced scorecard metric; risk-sensitive capital strength |
| Nonperforming Assets / Total Assets | 25% | Asset quality discipline |
| Net Interest Margin | 25% | Core bank profitability metric |
- Governance signals: 2024 Say-on-Pay passed with ~92.7% support, indicating investor acceptance of pay-for-performance structure overseen by the committee .
Other Directorships & Interlocks
| Company/Organization | Type | Role | Dates | Notes |
|---|---|---|---|---|
| Public company boards | Public | None disclosed | — | No other public directorships listed |
| Women Rising | Non-profit | Trustee | Past | Community governance role |
| Holy Family Academy | Education | Board member | 2001–2010 | School governance |
| Compensation Committee Interlocks | — | None | FY 2024 | No interlocking relationships reported; members were not officers/employees; no material transactions requiring disclosure |
Expertise & Qualifications
- Legal and governance: 30+ years practicing law; NJ State Bar Legislative Committee; prior court appointments and bar leadership (President, Hudson County Bar Association, 2010) .
- Functional expertise: Real estate, marketing, budgeting, public relations, collections .
- Education: Montclair State (University); Seton Hall University School of Law .
- Community leadership: Trustee of Women Rising; Bayonne PAL coach and 2014 Hall of Fame inductee; adult education instructor .
Equity Ownership
| Category | Shares | Notes |
|---|---|---|
| Total beneficial ownership | 218,651 | 1.27% of 17,162,627 shares outstanding - |
| Options exercisable within 60 days | 70,550 | Included in beneficial ownership - |
| Unvested restricted stock (ownership footnote) | 9,040 | Sole voting, no dispositive power - |
| Unvested restricted stock (director comp footnote) | 4,350 | Under Equity Incentive Plan, as of 12/31/2024 |
| Shared with spouse | 20,084 | Shared voting/dispositive power - |
| IRA holdings | 13,426 | Sole voting/dispositive power - |
| Shared with children | 39 | Shared voting/dispositive power - |
- Hedging/pledging: Company prohibits hedging and pledging by directors and employees .
Insider Trades
| Year | Filing Type | Note |
|---|---|---|
| 2024 | Form 4 | One late filing reported for Ms. Bielan (one transaction) |
Related Party Transactions (Conflict Risk)
- The Bank leases properties from entities owned by certain directors including Ms. Bielan; terms and 2024 payments:
- New Bay, LLC: $165,000 per year; 25-year lease renegotiated May 1, 2006; directors include Coughlin, Hogan, Lyga, Bielan .
- 876 Kinderkamack, LLC (River Edge, NJ): $99,000 in 2024 ($8,240/month); owners include Bielan, Coughlin, Hogan, Rizzo .
- 734 Ridge Realty, LLC (Lyndhurst, NJ): $93,000 in 2024 ($7,718/month); owners include Bielan, Ballance, Coughlin, Hogan, Lyga, Rizzo .
- Policy: Related-person transactions require Board review/approval, must be at arm’s-length; insider lending conforms to banking regulations .
Fixed Compensation (Program Detail)
| Element | Amount | Applicability |
|---|---|---|
| Annual retainer (Bank) | $25,000 | Non-employee directors |
| Annual retainer (Company) | $10,000 | Non-employee directors |
| Committee meeting fee | $300 per meeting | Non-employee directors |
| ALCO/Audit meeting fee | $500 per meeting | Members only |
| Non-Executive Chair fee | $75,000 | Chair only |
Governance Assessment
- Positives:
- Independent director with deep legal/governance credentials; Vice Chair of Nominating & Corporate Governance; member of Compensation Committee using independent consultant and objective incentive metrics .
- Active committee cadence (12 Nominating, 7 Compensation meetings in FY 2024) and Board executive sessions, indicating oversight engagement .
- Strong investor support for pay practices (92.7% Say-on-Pay in 2024) under Compensation Committee oversight .
- Hedging/pledging prohibited; clawback policy for executives; D&O insurance in place .
- Red flags/monitoring points:
- Multiple related-party leases with entities in which Bielan is an owner; while subject to board policy and arm’s-length requirements, these create potential conflict optics and recurring cash flows to insider-affiliated entities ($165k, $99k, $93k in 2024) .
- One late Section 16 Form 4 filing in 2024 (procedural compliance lapse) .
- Director equity grants absent in 2024; compensation is predominantly cash-based (fees $54,200), which may weaken long-term alignment versus regular equity grants, though outstanding unvested RS remain (disclosure shows 4,350 under plan; 9,040 in ownership footnote) -.