Emma Marvin
About Emma Marvin
Emma L. Marvin, 44, has served as an independent director of Community Bancorp. (CMTV) and Community National Bank since January 2020. She is co-owner and co-CEO of Butternut Mountain Farm in Morrisville, VT, and holds a degree in Natural Resource Management from Cornell University; she lives in Hyde Park, VT . Recognition includes Vermont Maple Person of the Year (2014) and the International Maple Syrup Institute President’s Award (2018) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Butternut Mountain Farm | Co-owner, Co-CEO | 2004–present (company employment) | Scaled the family enterprise to ~150 employees, procure from >400 VT farms, operate a 150,000 sq ft production/distribution facility |
External Roles
| Organization | Role | Tenure | Type |
|---|---|---|---|
| Vermont Maple Sugar Association | Board member | Not disclosed | Industry association |
| Friends of Green River Reservoir | Board member | Not disclosed | Environmental/non-profit |
| Maple Syrup Institute | Board member | Not disclosed | Industry association |
| Federal Reserve Bank of Boston – Working Communities Challenge (VT) | Steering committee member | Not disclosed | Regional economic initiative |
Board Governance
- Committee assignments (2025): Corporate Governance/Nominating Committee (Company) and Risk Management Committee (Bank); not a chair .
- Independence: Board determined all incumbents are independent under NASDAQ standards except Kathryn Austin, Christopher Caldwell, and Jacques Couture; Emma, an incumbent, is therefore independent .
- Attendance: Each incumbent director attended at least 75% of aggregate Board and committee meetings in 2024; all directors attended the 2024 Annual Meeting except Bruce Baker .
- Director stock ownership guidelines: Target 10,000 shares; directors below target must invest 25% of annual Board compensation in CMTV stock until reaching guideline .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Emma Marvin – Total Director Cash Fees ($) | 41,856 | 43,175 |
| 2024 Non-Employee Director Fee Schedule | Amount ($) | Notes |
|---|---|---|
| Company Annual Retainer | 12,140 | Applies to Company Board members |
| Company Board Chair Retainer | 5,510 | Additional for Board Chair |
| Company Audit Committee Chair Retainer | 2,750 | Committee chair premium |
| Company Compensation Committee Chair Retainer | 2,750 | Committee chair premium |
| Company Governance Committee Chair Retainer | 2,750 | Committee chair premium |
| Company Board Meeting Fee | 775 | Per meeting |
| Company Board Committee Meeting Fee | 775 | Per meeting |
| Company Disclosure Control Committee Meeting Fee | 775 | Audit rep attends DCC meetings |
| Bank Annual Retainer | 12,140 | Applies to Bank Board members |
| Bank Board Meeting Fee | 775 | Per meeting |
| Bank Board Committee Meeting Fee | 775 | Per meeting |
| Bank Advisory Council Meeting Fee | 645 | Per meeting (market-wide council) |
- Compensation form: “Only the outside (non-employee) directors are paid for their service… All fees are paid in cash. The Company and the Bank do not pay any stock-based compensation to directors.”
- Deferred Compensation Plan: Available to directors, credited at the Bank’s 3-year CD rate; currently no participants .
- Legacy Directors’ Retirement Plan: Lump sum $1,000 per qualifying service year (1994–2004 accruals only); as of 12/31/2024 aggregate unpaid benefit $22,000; participants include Adams and Couture; no entry for Emma .
Performance Compensation
- No equity grants (RSUs/PSUs), options, or performance-metric–tied director pay are disclosed for directors; director compensation is not at-risk and is paid entirely in cash .
- No director-specific clawbacks, severance, change-in-control, tax gross-ups, or other incentive features are disclosed for directors in the proxy .
Other Directorships & Interlocks
| Company/Entity | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| Butternut Mountain Farm | Private company | Co-owner, Co-CEO | No transactions with Emma’s entity disclosed; related-party transactions disclosed for other directors/law firms; loans/deposits with directors occur at market terms . |
| Vermont Maple Sugar Association | Industry association | Board member | Not disclosed |
| Maple Syrup Institute | Industry association | Board member | Not disclosed |
| Friends of Green River Reservoir | Non-profit | Board member | Not disclosed |
| FRB Boston – Working Communities Challenge (VT) | Initiative | Steering committee | Not disclosed |
Expertise & Qualifications
- Regional market knowledge and commodity operations leadership (maple products supply chain and manufacturing footprint in central Vermont) .
- Formal education in Natural Resource Management (Cornell), supporting sustainability and operations perspective .
- Recognized industry leadership via awards (2014, 2018) and service on multiple industry/non-profit boards .
- Risk oversight exposure through Bank Risk Management Committee membership .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class |
|---|---|---|
| Emma L. Marvin | 6,328 | 0.11% |
- Guideline vs actual: Director guideline is 10,000 shares; Emma’s disclosed holdings are below target, triggering annual 25% of Board compensation investment until in compliance .
- Pledging/hedging: No pledging disclosed for Emma; footnotes identify pledged shares for Stephen Marsh, not Emma . The Company has no explicit hedging prohibition policy but is not aware of any hedging by insiders; speculative trades (e.g., short sales) are discouraged by Insider Trading Policy .
Governance Assessment
- Strengths: Independent status (not among the three exceptions), service on Corporate Governance/Nominating and Risk Management committees, and consistent attendance (≥75%) underpin board effectiveness and risk oversight .
- Alignment: Directors receive only cash fees with no stock-based pay; stock ownership guideline (10,000 shares) and mandatory 25% annual reinvestment for those below target enhance alignment despite cash-heavy compensation .
- Conflicts/related parties: Proxy discloses arm’s-length transactions with entities tied to other directors (legal services, plumbing/heating), and aggregate related-party loans and deposits, but no specific transactions involving Emma’s business are disclosed; oversight and independence appear intact .
- Watch items/RED FLAGS:
- Below-target stock ownership vs guideline (6,328 vs 10,000) warrants monitoring of annual purchases and progress toward compliance .
- Company does not expressly prohibit hedging, though none is reported; policy relies on discouragement rather than prohibition—investors may prefer a formal ban for alignment .
- Overall: Emma’s operational expertise in a key regional industry, independent status, and committee roles support governance quality. Alignment mechanisms rely on stock purchase guidelines rather than equity grants; continued disclosure of guideline compliance and maintenance of independence/conflict controls are key for investor confidence .