Harpreet S. Chaudhary
About Harpreet S. Chaudhary
Harpreet S. Chaudhary, 63, is a Certified Public Accountant (CPA) and Certified Financial Planner (CFP), serving as President of Area Financial Services, Inc. for over 25 years, with expertise in accounting, wealth and tax planning; he is a California-licensed realtor who owns and manages commercial retail properties and is a graduate of the University of Delhi, India . He has served on BayCom’s board since 2011 (includes service on the Bank’s board), is designated by the Board as an independent director under NASDAQ rules, and maintained at least 75% attendance in 2024 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Area Financial Services, Inc. | President (CPA/CFP) | 25+ years | Accounting, wealth and tax planning for HNW individuals/small businesses |
| Private real estate holdings | Owner/Manager | Not disclosed | Manages commercial retail properties; real estate expertise |
| University of Delhi | Graduate | Not disclosed | Foundational education; supports financial expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Pratham | Community involvement | Not disclosed | Charitable engagement |
| Fremont Sikh Gurdwara | Community involvement | Not disclosed | Charitable engagement |
| Genco | Community involvement | Not disclosed | Charitable engagement |
| Punjab Cultural Society | Community involvement | Not disclosed | Charitable engagement |
Board Governance
- Committees: Audit Committee Chair and Compensation Committee member; not on Corporate Governance & Nominating (CGN) . The Audit Committee report lists Chaudhary as Chair (members: Chaudhary (Chair), Magid, Kendall, Laverne, Guida) .
- Attendance: In 2024, no incumbent director attended fewer than 75% of combined board and committee meetings; Company board met 5 regular + 5 special times; Bank board met 11 regular times .
- Independence: Board determined Chaudhary is independent under NASDAQ rules; independence review considered ordinary-course loans/deposits maintained at the Bank .
- Risk oversight: As Audit Chair, oversees enterprise-wide risk including cybersecurity; policy prohibits pledging or hedging of Company stock by directors .
Fixed Compensation
| Year | Fee Earned in Cash ($) | Stock Awards ($, grant-date fair value) | Total ($) |
|---|---|---|---|
| 2024 | 46,650 | 27,000 | 73,650 |
| Director Compensation Program Element | Amount | Frequency | Notes |
|---|---|---|---|
| Board retainer | $2,250 | Monthly | Non-employee directors |
| Audit Committee membership | $250 | Monthly | Committee retainer |
| Audit Committee Chair | $850 | Monthly | Additional retainer for Chair (Chaudhary) |
| Compensation Committee membership | $250 | Quarterly | Committee retainer |
| Compensation Committee Chair | $500 | Quarterly | Applies to Chair (Laverne) |
Performance Compensation
- Equity awards to directors are time-based restricted stock; no options or performance (PSU) awards disclosed for directors .
| Grant Date | Award Type | Shares Granted | Grant-Date Fair Value ($) | Vesting |
|---|---|---|---|---|
| July 1, 2024 | Restricted Stock | 1,327 | 27,000 | Vests one year after grant (scheduled for July 1, 2025) |
Other Directorships & Interlocks
| Company/Institution | Role | Committee Roles | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company boards disclosed in the proxy . |
Expertise & Qualifications
- CPA and CFP credentials; extensive accounting and business expertise supporting Audit Chair responsibilities .
- Real estate ownership/management experience; financial literacy aligned with Audit Committee requirements .
- Community involvement enhances stakeholder perspective .
Equity Ownership
| Holder | Total Beneficial Ownership (Shares) | % of Outstanding | Restricted Shares Included | Notes |
|---|---|---|---|---|
| Harpreet S. Chaudhary | 44,500 | <1% | 24,332 | Includes restricted shares with sole voting/no dispositive power |
| 2024 RS Grant (as of 12/31/2024) | 1,327 | — | 1,327 | Vests one year after 7/1/2024 |
| Pledging/Hedging | Prohibited | — | — | Insider trading policy bans pledging/hedging |
Governance Assessment
- Strengths: Independent director; long-tenured board member since 2011; Audit Committee Chair with CPA/CFP credentials; strong risk oversight including cybersecurity; pledging/hedging prohibited; robust director compensation transparency .
- Alignment: Material equity component ($27,000 grant; 1,327 shares) alongside cash fees; beneficial ownership of 44,500 shares supports skin-in-the-game, with restricted shares indicating continued alignment .
- Shareholder sentiment: Prior say‑on‑pay (2023 comp) approved by ~96% of votes cast; frequency set to annual, indicating strong support for compensation practices .
- Related-party exposure: Bank engages in ordinary-course loans/deposits with directors; total loans to directors/executives/families were $18.3 million at 12/31/2024 (5.7% of equity); no other related-party transactions in 2023–2024. These are regulated, on market terms, but warrant monitoring for perceived conflicts in a banking context .
- RED FLAGS: None specific to Chaudhary disclosed; general bank‑level director loans exist (ordinary terms, regulated) . No pledging/hedging allowed by policy, mitigating alignment concerns .
Overall, Chaudhary’s independent status, Audit Chair role, financial expertise, and ownership position support board effectiveness and investor confidence. Monitor ordinary‑course director lending and continued attendance/committee engagement; compensation remains modest and equity‑linked without performance metrics for directors, typical for community bank governance .