James M. Kuiken

About James M. Kuiken

Independent director of Columbia Financial, Inc. (CLBK) since 2020; age 54 as of April 14, 2025. Kuiken is Director of Operations at Roche Molecular Systems, Inc. (diagnostics and blood screening), a role he has held since April 2014 after prior roles at the company. His operational leadership at a large multinational provides the Board insight into scaling operations, quality systems, and regulated manufacturing environments.

Past Roles

Organization	Role	Tenure	Committees/Impact
Roche Molecular Systems, Inc.	Director of Operations	Apr 2014–present	Operational leadership, diagnostics manufacturing/supply chain insight relevant to bank’s risk and technology oversight functions
Roche Molecular Systems, Inc.	Various roles (prior to 2014)	Pre-2014	Progressive operations experience applicable to Board risk oversight

External Roles

Organization	Role	Public/Private	Committees/Notes
—	—	—	No other public company directorships disclosed in the CLBK proxy biographical profile for Kuiken.

Board Governance

Independence: Board determined all directors other than the CEO are independent under Nasdaq/SEC rules; Kuiken is listed as independent.
Board leadership: Independent Chair (Noel R. Holland) separate from CEO.
Committee assignments (2024 activity; all independent committees):
- Audit Committee (member)
- Compensation Committee (member)
- Risk Committee (member)
- Technology Committee (member)
- No current chair roles.
Attendance/engagement: Board reported no director attended fewer than 75% of Board and committee meetings in 2024; all directors attended the 2024 annual meeting.
Skills matrix flags Kuiken with strengths in audit/financial, commercial real estate, ESG, executive experience, industry knowledge, M&A, risk, and technology/cyber.

Committee Membership Detail

Committee	Member	Chair
Audit	Yes	No (Chair: Michael Massood)
Compensation	Yes	No (Chair: Elizabeth E. Randall)
Nominating/Corp Gov	No	—
Risk	Yes	No (Chair: Noel R. Holland)
Technology	Yes	No (Chair: Noel R. Holland)
Operations & Strategic Planning	No	—

Fixed Compensation (Director)

Component	Amount	Notes
Annual Cash Retainer (non-Chair)	$85,000	Adopted retainer-based structure in 2024 (meeting fees eliminated).
Committee Member Retainers	Audit $9,000; Comp $9,000; Risk $5,200; Tech $6,500	Kuiken serves on all four; totals $29,700.
Committee Chair Fees	Not applicable	Kuiken not a chair.
2024 Cash Earned (Kuiken)	$114,700	Sum of board and committee retainers.
Director Benefits	Health and limited life insurance coverage provided.

2024 Director Compensation (Kuiken)	Cash ($)	Stock Awards ($)	All Other ($)	Total ($)
James M. Kuiken	114,700	50,008	—	164,708

Stock ownership guideline: Directors must hold stock equal to 3x annual cash Board retainer (i.e., 3 × $85,000); all non-employee directors are either in compliance or within the phase-in period.

Performance Compensation (Director)

Equity Element	Grant Date	Form	Shares/Value	Vesting/Performance Conditions
Annual director equity	Mar 7, 2024	Restricted Stock Award	3,018 shares; $50,008 grant-date fair value	Vests on first anniversary (Mar 7, 2025); no performance conditions.

Note: Director equity is time-based; no performance metrics are used for non-employee director awards.

Other Directorships & Interlocks

Other public company boards: None disclosed for Kuiken.
Compensation Committee interlocks: Committee reported no interlocks or insider participation; Kuiken was a member.

Expertise & Qualifications

Operational leadership at a highly regulated, multinational diagnostics manufacturer (Roche) brings process discipline, supply chain, and quality/compliance expertise to CLBK.
Board skills matrix indicates capabilities across audit/financial, CRE, ESG, executive, industry, M&A, risk management, and technology/cyber.

Equity Ownership

Holder	Beneficial Shares	Options Exercisable Within 60 Days	% of Outstanding	Notes
James M. Kuiken	16,071	—	0.02%	Includes 3,207 unvested restricted shares under 2019 Equity Incentive Plan.
Pledged as Collateral	—	—	—	Unless otherwise indicated, none of the listed shares are pledged.

Related Party/Conflicts Review

Independence determination considered ordinary-course deposit/credit relationships (if any) of directors/families/affiliates; Board found terms comparable to arm’s-length and not impairing independence.
Related-party transaction policy requires Audit Committee approval/ratification; loans to directors/officers must be on substantially the same terms as for others and within regulatory limits.
Aggregate loans to executives/directors/affiliates were $2.6 million at 12/31/2024 and were performing per original terms.
Anti-hedging/pledging policy: Directors and officers may not hedge or pledge company stock.

Say-on-Pay & Shareholder Feedback (context)

2024 say-on-pay (advisory) approval: 98.2% of votes cast, signaling strong investor support for compensation practices.

Insider Reporting

Section 16(a) compliance: Company disclosed certain late Form 4s in 2024 for other insiders; Kuiken was not listed among late filers.

Governance Assessment

Strengths:
- Independent director serving on key oversight committees (Audit, Risk, Technology, Compensation), aligning with operational and risk/technology expertise.
- Adequate engagement (no <75% attendance; attended annual meeting).
- Director pay mix includes equity; stock ownership guidelines (3x retainer) promote alignment; anti-hedging/pledging policy reduces misalignment risk.
- No compensation committee interlocks; independence affirmed.
Watch items:
- No committee chair roles to date—limits direct influence on committee agendas.
- Ownership is modest (0.02%), typical for outside bank directors but underscores importance of guideline adherence and continued equity grants for alignment.
Overall: Kuiken enhances Board effectiveness through operational and technology/risk oversight, with solid independence and engagement signals and a standard regional bank director pay/ownership profile.