Aaron O'Connor
About Aaron O'Connor
Aaron J. O’Connor, age 50, is an independent director of BankFinancial Corporation (BFIN) and a CPA with 25+ years of audit, attestation, and business advisory experience. He joined the Company’s board in 2024 and has served on the Bank’s board since 2023; he is founder and partner at Bridge CPA PLLC and previously held audit partner roles at PKF Mueller (2020–2023) and Crowe LLP (2004–2019) . The Board has determined he is independent under NASDAQ rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bridge CPA PLLC | Partner & Founder | Current | Leads audit/tax/advisory services; focus on accounting, auditing, internal controls, taxation |
| PKF Mueller | Audit Partner | 2020–2023 | Led audit engagements; capital markets experience taking companies public |
| Crowe LLP | Audit Partner | 2004–2019 | Extensive attestation and consulting across financial services, manufacturing, distribution, professional services |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Bridge CPA PLLC | Partner & Founder | Current | Founding partner; no other public company directorships disclosed |
Board Governance
- Independence: The Board determined all directors except the CEO are independent; O’Connor qualifies as independent under NASDAQ Rule 5605(a)(2) .
- Committee assignments (current structure):
- Audit Committee: Member; qualifies as an “audit committee financial expert” (with Chair Hausmann) .
- Human Resources Committee: Member .
- Attendance and engagement:
- In 2024, the Board held five regular and one special meeting; no director attended less than 75% of Board/committee meetings .
- Directors are requested to attend annual meetings; five directors attended the 2024 Annual Meeting (three absent) .
- Election and investor support:
- Nominated to serve until the 2028 Annual Meeting .
- Re-elected July 21, 2025; vote results (Item 5.07): Aaron J. O’Connor 7.22M FOR; 1.89M WITHHELD; Say-on-Pay approved (6.67M FOR; 2.37M AGAINST) .
Fixed Compensation
| Component | 2023 | 2024 | Notes |
|---|---|---|---|
| Fees earned or paid in cash ($) | $36,000 | $52,500 | 2023 reflects Bank board service; O’Connor elected to Company board Feb 7, 2024 |
| Bank Board monthly fee | — | $3,000/month schedule | Applies to directors serving on Bank board (excludes CEO) |
| Company Board monthly fee | — | $1,500/month schedule | Applies to Company directors (excludes CEO) |
| Audit Committee monthly fee | — | $500/month Chair; $400/month member | Only Audit Committee receives committee fees |
| Travel expense reimbursement | — | Reimbursed (O’Connor and Hausmann) | Standard reimbursement |
Performance Compensation
| Element | Status | Notes |
|---|---|---|
| Equity/Options/Stock Awards | None | The Company discloses no equity compensation plan; “no securities authorized for issuance under any equity compensation plan” |
| Performance metrics tied to director pay | None | Director compensation is cash retainer-based (Board/Committee); no PSU/RSU/option metrics disclosed |
Other Directorships & Interlocks
| Company | Role | Overlap/Interlock | Notes |
|---|---|---|---|
| None disclosed | — | — | No other public company board roles disclosed for O’Connor in the proxy |
Expertise & Qualifications
- CPA; deep expertise in accounting, auditing, internal controls, and taxation .
- Audit committee financial expert designation by the Board .
- Capital markets experience, including taking companies public on NASDAQ and TSX .
- Industry exposure: financial services, manufacturing, distribution, professional services .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | As-of |
|---|---|---|---|
| Aaron J. O’Connor | 4,184 | <1% (*) | March 28, 2024 |
| Aaron J. O’Connor | 4,298 | <1% (*) | May 16, 2025 |
| Policy controls | — | — | Insider Trading Policy prohibits purchasing Company stock in margin accounts or pledging as collateral; prohibits hedging without prior written consent of Corporate Governance & Nominating Committee |
Section 16 compliance: Company disclosure notes Director O’Connor was one day late filing a Form 3 for the year ended Dec 31, 2023; no other late filings by directors or >10% holders .
Governance Assessment
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Strengths
- Independent director with audit depth; designated audit committee financial expert, enhancing financial oversight quality .
- Serves on Audit and Human Resources Committees, aligning skills with core governance functions .
- Policy environment: prohibitions on pledging/hedging and robust internal controls and clawback framework (for executives) indicate conservative risk posture .
- Investor support: 2025 re-election with a strong FOR vote and Say‑on‑Pay approval, signaling governance acceptance by shareholders .
-
Watch items / Potential red flags
- Low personal ownership (<1%) may limit perceived “skin-in-the-game” alignment, though directors receive no equity compensation and proxy discloses no director ownership guidelines .
- Newer tenure on the Company board (since 2024); continued assessment of meeting attendance and committee effectiveness advisable .
- One-day late Section 16 Form 3 in 2023 (administrative timing issue) .
-
Related party/transactions
- Company discloses no related-party extensions of credit; Board policy requires disinterested majority approval and arm’s-length terms for any director/executive transactions; none reported for O’Connor .
-
Board evolution and shareholder rights context
- Board is declassifying seats toward annual elections by the 2028 Annual Meeting and adopted a director resignation policy for nominees failing to receive majority votes, reflecting shareholder-friendly governance reforms .