Julie Castle
About Julie Castle
Julie G. Castle (age 63) is an independent director of Sierra Bancorp (BSRR), serving since December 17, 2020, with over 35 years of financial services experience and 11 years in President/CEO roles and 10 years of board service . She chairs the Audit Committee and sits on the Compensation and Nominating & Governance Committees; she is designated an “audit committee financial expert” under SEC rules . Her education includes a B.S. from UC Davis and a Graduate Degree of Banking from the University of Washington’s Pacific Coast Banking School .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Rabobank, N.A. (~$15B bank) | President, Chief Banking Officer, and Board Member | Not disclosed | Senior leadership, financial acumen |
| Bank of America | Leadership/executive roles | Not disclosed | Large-bank operating experience |
| First Interstate Bank | Leadership/executive roles | Not disclosed | Regional banking expertise |
| Zions Bancorporation | Leadership/executive roles | Not disclosed | Strategy/operations in diversified bank |
| Cannon Financial Institute | Executive roles | Not disclosed | Industry training/leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| First Interstate Bank | Board member (prior) | Not disclosed | Prior public company board service |
| Zions Trust, N.A. | Board member (prior) | Not disclosed | Fiduciary oversight |
| Pacific Coast Banking School | Board member (prior) | Not disclosed | Banking education governance |
| Various non-profits | Board/member (prior) | Not disclosed | Community engagement |
Board Governance
- Independence: The Board determined all directors and nominees, other than the CEO, are independent; Castle is independent and serves on fully independent Audit, Compensation, and Nominating & Governance Committees .
- Attendance: The Board met 8 times in 2024; each incumbent director attended at least 75% of Board and committee meetings; Castle attended the 2024 Annual Meeting virtually via WebEx .
- Executive sessions: Directors meet regularly in executive session without management present .
- Committee leadership: Castle chairs the Audit Committee (13 meetings in 2024) and is an SEC-designated audit committee financial expert .
- Board leadership: Company maintains an independent Chairman separate from the CEO; independent committees oversee risk, audit, compensation, and governance .
Director election outcome (2025):
| Candidate | For Votes | Percent For | Against/Withheld |
|---|---|---|---|
| Julie G. Castle | 8,246,061 | 96.15% | 330,406 |
Say-on-pay outcomes:
| Year | For | Against | Abstain | % For |
|---|---|---|---|---|
| 2025 | 8,273,838 | 289,352 | 13,277 | 96.62% |
| 2024 | 7,082,915 | 1,695,067 | 30,610 | 80.68% |
Fixed Compensation
Director compensation—Julie Castle (2024):
| Component | Amount |
|---|---|
| Fees Earned or Paid in Cash | $94,000 |
| Restricted Stock Awards (grant-date fair value) | $39,999 |
| All Other Compensation | $0 |
| Total | $133,999 |
2024 director equity grant details:
| Grant Type | Shares Granted | Grant Date Value/Share | Grant Date | Vest Date |
|---|---|---|---|---|
| Restricted Stock (time-based) | 1,261 | $31.72 | Nov 21, 2024 | Nov 21, 2025 |
Director fee schedule (2024):
| Fee Type | Amount |
|---|---|
| Annual Director Retainer | $36,750 |
| Board Meeting Fee (per meeting) | $1,250; Board Chair +$625 |
| Committee Meeting Fee (per meeting) | $1,000; Committee Chair +$500 |
| Additional Retainers | Board Chair $20,000; Vice Chair $10,000; Audit Chair $10,000 |
Stock ownership guidelines (adopted Feb 2024):
| Role | Minimum Holding | Compliance Window | Notes |
|---|---|---|---|
| Non-employee director | $100,000 in stock | Later of Feb 15, 2027 or 3 years post-appointment | Unvested RS counted; vested RS must be held ≥1 year (tax exceptions) |
Performance Compensation
- Director equity awards are time-based; the proxy does not disclose performance metrics or PSUs for directors, and options are not used for directors in recent years .
Performance metrics (Directors):
| Metric | Disclosure |
|---|---|
| Performance metrics tied to director equity | None disclosed for directors |
Other Directorships & Interlocks
- Other boards: Prior board roles at First Interstate Bank, Zions Trust, N.A., and Pacific Coast Banking School; no current external public company directorships disclosed .
- Interlocks: Compensation Committee disclosure notes no committee interlocks and no insider participation; no executive officer of BSRR sits on another company’s board/compensation committee with interlocking relationships .
- Related-party transactions: Board states director/officer loans were made in the ordinary course, at market terms, without unusual risk; no Julie Castle-specific related-party transactions disclosed .
Expertise & Qualifications
- Deep banking leadership (President/Chief Banking Officer at Rabobank N.A.), senior roles at Bank of America, First Interstate, Zions Bancorporation, and Cannon Financial Institute .
- Audit Committee financial expert designation reflects strong financial reporting and internal control oversight .
- Education: B.S. UC Davis; Graduate Degree of Banking from Pacific Coast Banking School .
Equity Ownership
| Measure | Value |
|---|---|
| Total Beneficial Ownership (shares) | 10,518 (includes restricted shares) |
| Ownership % of Outstanding | 0.08% |
| Unvested Restricted Shares | 1,261 (time-based vesting) |
| Vested Shares (computed) | 9,257 (10,518 − 1,261; computed from cited totals) |
| Options (Exercisable/Unexercisable) | None disclosed for Castle |
| Hedging/Pledging | Prohibited by policy for directors |
Governance Assessment
- Board effectiveness: Castle’s Audit Chair role and audit committee financial expert designation strengthen oversight of financial reporting and controls; the audit committee met 13 times in 2024, indicating active engagement .
- Independence & engagement: Independent status, cross-committee service (Compensation and Nominating & Governance), and at least 75% attendance support governance quality and reliability of oversight .
- Alignment: Director equity grants and $100,000 stock ownership guideline promote alignment; prohibition on hedging and pledging reduces misalignment risk .
- Shareholder confidence: Strong 2025 say-on-pay support (96.62%) and Castle’s 96.15% “For” vote signal high investor approval; 2024 say-on-pay was lower (80.68%), but improved materially in 2025 .
- Potential conflicts/RED FLAGS: No Castle-specific related-party transactions or Section 16(a) delinquencies disclosed; committee interlocks explicitly denied; policy restrictions on hedging/pledging further mitigate conflict risk .