Brian D. Klingerman
About Brian D. Klingerman
Brian D. Klingerman, 51, is an independent director of Muncy Columbia Financial Corporation (CCFN) and its Journey Bank subsidiary, serving since 2014. He is Chief Executive Officer of JDK Management Co., LP and President of Columbia Ancillary Services, Inc.; he is also a member of the Central Columbia Education Foundation and previously served on the Central Columbia School Board. The board cites his “more than 25 years” of experience as a community business leader in Columbia County and central Pennsylvania.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| JDK Management Co., LP | Chief Executive Officer | Not disclosed | Community business leadership cited by board |
| Columbia Ancillary Services, Inc. | President | Not disclosed | Community business leadership cited by board |
| Central Columbia School Board | Member | Previously | Community engagement |
External Roles
| Organization | Role | Status |
|---|---|---|
| JDK Management Co., LP | Chief Executive Officer | Current |
| Columbia Ancillary Services, Inc. | President | Current |
| Central Columbia Education Foundation | Member | Current |
Board Governance
| Topic | Detail |
|---|---|
| Independence | Independent (board evaluates under Nasdaq rules; all directors except Messrs. Diehl and Glunk are independent) |
| Board meetings 2024 | Company board: 13; Journey Bank board: 13 |
| Attendance | Each director attended at least 75% of aggregate meetings of boards and committees served |
| Executive sessions | Independent Lead Director (Bonnie M. Tompkins) presides at meetings of independent directors and serves as liaison with management |
| Committee memberships | Journey Bank Risk Committee (member); Journey Bank Loan Committee (member); Journey Bank Executive Committee (member) |
| Committee chair roles | None (Risk Committee Chair: Todd M. Arthur; Loan Committee Chair: Willard H. Kile, Jr.; Executive Committee Chair: Bonnie M. Tompkins) |
Committee Assignment Detail
| Committee | Role | 2024 Meetings | Chair |
|---|---|---|---|
| Risk Committee | Member | 4 | Todd M. Arthur |
| Loan Committee | Member | 12 | Willard H. Kile, Jr. |
| Executive Committee (Journey Bank) | Member | Not disclosed | Bonnie M. Tompkins |
Fixed Compensation
| Component (2024) | Amount |
|---|---|
| Monthly retainer fee | $1,550 |
| Monthly board fee | $700 |
| Committee meeting fee (per meeting) | $350 |
| Special meeting fee (per meeting) | $450 |
| Committee Chair fee (per meeting, in lieu of committee meeting fee) | $600 (Audit Chair receives $12,000 annually) |
| Component (2025 adjustments) | Amount |
|---|---|
| Monthly retainer fee | $1,612 |
| Monthly board fee | $728 |
| Committee meeting fee (per meeting) | $364 |
| Special meeting fee (per meeting) | $468 |
| Committee Chair fee (per meeting, in lieu of committee meeting fee) | $624 (Audit Chair $12,480 annually) |
| Director 2024 Compensation | Director’s Fees | All Other Compensation | Total |
|---|---|---|---|
| Brian D. Klingerman | $36,150 | $93 (interest under deferred fee plan) | $36,246 |
Performance Compensation
| Item | Disclosure |
|---|---|
| Stock awards (RSUs/PSUs), options, equity grants | None disclosed for directors; Company states it does not currently have any stock-based incentive plans |
| Performance metrics tied to director pay | None disclosed |
| Clawback provisions specific to director compensation | Not disclosed (Company-wide Code and whistleblower policy disclosed) |
Other Directorships & Interlocks
| Company/Entity | Role | Potential Interlock/Conflict Note |
|---|---|---|
| JDK Management Co., LP | CEO | No related-party transaction with CCFN disclosed |
| Columbia Ancillary Services, Inc. | President | No related-party transaction with CCFN disclosed |
| Central Columbia Education Foundation | Member | Non-profit role; no conflicts disclosed |
Related-party transactions policy: Journey Bank provides banking services to directors and related interests in the ordinary course under Regulation O; any nonstandard dealings require approval by a majority of disinterested directors. No adverse features; all 2024 loans complied with Regulation O.
Expertise & Qualifications
- Community business leader with 25+ years of experience in Columbia County and central Pennsylvania.
- Active oversight on Risk and Loan Committees (risk management and credit risk governance).
- Prior school board experience and current education foundation membership indicate local stakeholder engagement.
Equity Ownership
| Item | Value |
|---|---|
| Total beneficial ownership (shares) | 8,978 |
| Ownership % of outstanding shares | <1% (less than 1.00% unless otherwise stated) |
| Shares pledged as collateral | None disclosed for Klingerman (pledging footnote applies to W. Bruce McMichael, Jr., not Klingerman) |
| Options (exercisable/unexercisable) | Not disclosed; directors’ table presents whole shares only |
| Director deferred fee plan (2009 plan) accrued balance at 12/31/2024 | $5,800; interest accrual rate 1.54% in 2024; interest earned/accrued $93 in 2024 |
Governance Assessment
- Strengths: Independent status; active participation on Risk and Loan Committees; board uses Independent Lead Director structure with executive sessions; attendance at least 75% across boards/committees; transparent director cash compensation structure.
- Alignment: Beneficial ownership present; no pledging disclosed; anti-hedging policy applies to directors.
- Compensation risk: Director pay is cash-based with modest fees; no equity grants or performance-based director compensation, limiting pay-for-performance alignment at the board level but consistent with small community bank practice.
- Conflicts: No specific related-party transactions identified for Klingerman; any nonstandard transactions require disinterested director approval; Regulation O compliance noted.
RED FLAGS: None disclosed specific to Klingerman (no pledging; no related-party transactions flagged; attendance threshold met). Monitor for any future related-party dealings involving entities he leads and for shifts in compensation that reduce at-risk components.