Lynne Wines
About Lynne Wines
Independent director with 40+ years in banking, including CEO roles at multiple Florida banks; age 70; BKU director since August 2015. She chairs the Nominating & Corporate Governance (NCG) Committee and serves on the Audit Committee; the Board has affirmatively determined her independence under NYSE standards. Education includes a B.S. (Nova Southeastern University), MPA in Public Service Leadership (NYU), an honorary doctorate (Nova Southeastern), and she is a Harvard University Advanced Leadership Fellow .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| First Southern Bank of Florida | President & CEO | Jul 2011 – May 2014 | Led market and operations until acquisition by CenterState Bank |
| CNL Bank (FL) | President & COO | Jan 2008 – Jun 2010 | Operated statewide commercial bank (~$1.6B assets) |
| Colonial Bank, N.A. | President & CEO, Commercial Banking South Florida | 2005 – 2007 | Leadership post-acquisition of Union Bank of Florida |
| Union Bank of Florida | President & CEO; earlier CFO/COO; Controller | May 1999 – Feb 2005; Jan 1986 – May 1999 | Progressed through finance and operations leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Florida Bankers Association | Director | 4-year term (dates not specified) | Industry advocacy |
| Broward Business Council on Homelessness | Senior Director | Aug 2018 – Mar 2020 | Community impact leadership |
| Housing Authority, City of Fort Lauderdale | Commissioner | Not disclosed | Civic governance |
| United Way of Broward County | Chair | Not disclosed | Non-profit leadership |
| 211-Broward | Chair | Not disclosed | Community services oversight |
| Broward County Continuum Care | Board Member | Not disclosed | Community programs |
| Leadership Florida; International Women’s Forum; Women Corporate Directors | Member | Not disclosed | Professional networks |
| Guest lecturer: FAU, Lynn University, Nova Southeastern MBA | Lecturer | Not disclosed | Academic engagement |
Board Governance
- Independence: Board determined all directors except the CEO are independent; Wines is independent .
- Committee assignments: NCG Committee Chair and Audit Committee member; Audit held 11 meetings in 2024; NCG held 4 meetings in 2024 .
- Audit Committee qualifications: All members are financially literate and qualify as “audit committee financial experts” under SEC rules .
- Attendance: In 2024, the Board met 6 times with 5 written consents; each director attended ≥75% of Board and committee meetings; all directors attended the 2024 annual meeting; non-management directors held 4 executive sessions .
- Roles of NCG Chair: Director nominations, Board composition, CEO and executive succession planning, governance guidelines, ESG oversight .
Fixed Compensation
| Component (2024) | Amount (USD) | Notes |
|---|---|---|
| Annual cash retainer | $70,000 | No meeting fees; paid monthly/quarterly |
| NCG Committee Chair fee | $25,000 | Chair retainer |
| Audit Committee member fee | $25,000 | Non-chair committee member retainer |
| Total cash | $120,000 | Sum of components |
Performance Compensation
| Grant Date | Type | Shares Granted | Grant-Date Fair Value | Vesting Terms |
|---|---|---|---|---|
| May 15, 2024 | Restricted Common Stock | 2,320 | $70,018 (close $30.18) | Vests in full on earlier of first anniversary or next annual meeting; accel on death/disability/CoC |
| May 22, 2025 | Stock Award (Non-Open Market) | 2,034 | $0.00 (Form 4) | Director equity grants; typical annual vesting terms apply per program |
No performance metrics are attached to director equity awards; they are time-based RSUs restricted to service-based vesting .
Other Directorships & Interlocks
- Current public company boards: None disclosed for Wines in BKU’s proxy biography .
- Shared directorships with BKU competitors/suppliers/customers: No related interlocks disclosed; the Company reported no related party transactions for FY 2024 or YTD 2025 .
Expertise & Qualifications
- Banking leadership (multiple CEO/COO roles) and deep financial/regulatory governance experience .
- The Board’s skills matrix indicates strengths in accounting/financial reporting, risk management, governance, strategic planning, and human capital .
Equity Ownership
| Item | Value |
|---|---|
| Beneficial ownership (as of Mar 25, 2025) | 20,782 shares (includes 2,320 restricted) |
| Unvested restricted shares (12/31/2024) | 2,320 |
| Shares outstanding (record date) | 75,242,048 |
| Ownership % of shares outstanding | ~0.028% (20,782 / 75,242,048) |
| Holdings after 5/22/2025 grant | 22,816 direct shares (post-transaction) |
| Director stock retention policy | Must retain equity ≥5x annual $70,000 retainer; all non-management directors compliant (new directors have 3 years to comply) |
| Anti-hedging/pledging | Hedging, short sales, pledging prohibited by Insider Trading Policy |
Insider Trades
| Date (Filing) | Transaction Date | Type | Shares | Price | Holdings After |
|---|---|---|---|---|---|
| May 16, 2024 | May 15, 2024 | Stock Award (Grant) | 2,320 | $0.00 | Not stated in filing summary |
| May 27, 2025 | May 22, 2025 | Acquisition (Non-Open Market) | 2,034 | $0.00 | 22,816 direct |
Governance Assessment
- Board effectiveness: Wines chairs the NCG Committee, overseeing director nominations, CEO and executive succession, governance guidelines, and ESG oversight—key levers of board quality and long-term leadership continuity . Her Audit Committee role and financial expert status strengthen financial reporting and control oversight .
- Independence, attendance, engagement: Independence affirmed; Audit and NCG committees composed solely of independent directors; each director met ≥75% attendance; non-management directors held four executive sessions—supporting robust independent oversight .
- Alignment and incentives: Director pay mix balances cash retainers with annual time-based equity; she complies with stringent 5x retainer ownership requirements and is subject to anti-hedging/pledging prohibitions—positive alignment signals for investors .
- Conflicts/related-party exposure: Company reports no related party transactions for 2024 or YTD 2025; no specific related-party concerns identified for Wines—reduces conflict risk .
- Shareholder sentiment context: 2024 say-on-pay support was 78%; the Board conducted shareholder outreach and enhanced disclosures around performance metrics, decision processes, and succession planning—indicative of engagement and responsiveness, albeit below prior 99% average support .
Overall signal: Governance posture appears strong—independent leadership in NCG, audit financial expertise, solid attendance, ownership alignment, and clean related-party profile. Continued monitoring of disclosure practices and investor feedback is warranted, but no director-specific red flags are evident from disclosed materials .