Dorothea D. Silva
About Dorothea D. Silva
Independent director of Community West Bancshares (CWBC) since 2020; age 52. A CPA and partner at BPM LLP with 20+ years of tax and accounting experience (prior roles at Avaunt and Chavez Silva & Co., Williams & Olds CPA, and Arthur Andersen). The board designates her as an audit committee “financial expert.” As of the record date (Mar 28, 2025), she beneficially owned 10,225 CWBC shares, including 2,896 held via trust and 1,820 unvested restricted shares eligible to vote .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| BPM LLP | Partner (CPA) | — | Finance/accounting expertise across financial services, construction, real estate, manufacturing, retail, professional services, and nonprofits |
| Avaunt; Chavez Silva & Co. | Partner | — | Tax and accounting leadership |
| Williams & Olds CPA | Professional | — | Public accounting experience |
| Arthur Andersen | Professional | — | Public accounting experience |
External Roles
| Organization | Role | Public/Private/Non-Profit | Notes |
|---|---|---|---|
| — | — | — | No other public company directorships disclosed in the proxy biography . |
Board Governance
- Independence: The Board determined Silva is independent under Nasdaq rules .
- Committees: Member, Audit Committee (designated audit committee financial expert); Member, Strategic Planning Committee .
- Committee chairs: None (Audit Committee chaired by Steven D. McDonald) .
- Board attendance: In 2024, the Board held 10 meetings; each incumbent director attended ≥75% of aggregate Board and committee meetings. All 15 directors attended the 2024 annual meeting .
- Stock ownership policy: Directors must own at least 2,000 shares within two years of appointment; all directors/NEOs were in compliance as of Dec 31, 2024 .
- Risk oversight: Audit Committee oversees financial reporting, internal controls, credit/liquidity/reputation/compliance/cyber risks .
Fixed Compensation
| Item | 2024 Amount/Terms | Source |
|---|---|---|
| Annual cash retainer (non-employee director) | $34,800 (Board Chair and Vice Chair receive $44,400) | |
| Committee chair fee | +$200 per meeting chaired | |
| Meeting fees | No per-meeting fees for directors | |
| Silva – Fees Earned/Paid in Cash (2024) | $34,800 | |
| Silva – All Other Compensation (2024) | $0 (no imputed split-dollar value) |
Performance Compensation
Directors do not receive performance-based bonuses; equity awards are time-based restricted stock.
| Metric | Weight | Result | Payout |
|---|---|---|---|
| N/A for non-employee directors | — | — | — |
Director Equity Grants (2024)
| Grant Date | Type | Shares | Vesting | Grant-Date Fair Value |
|---|---|---|---|---|
| May 30, 2024 | Restricted Stock (annual director grant) | 1,820 | One-year cliff vest | $30,000 per director |
Other Directorships & Interlocks
- Other public company boards: None disclosed for Silva .
- Compensation Committee interlocks: Company discloses none; no member of the Compensation Committee served as an employee; no cross-committee interlocks noted (Silva is not on the Compensation Committee) .
Expertise & Qualifications
- Designated Audit Committee financial expert; CPA with extensive tax and accounting background .
- Skills matrix: Financial, Accounting, Corporate Governance/Ethics, Legal/Regulatory Compliance, Strategic Planning/Oversight, M&A (as part of board-wide skills inventory) .
- Years on Board: 5 years as of the skills/tenure table (appointed 2020) .
Equity Ownership
| Ownership Detail (as of Mar 28, 2025) | Shares | Notes |
|---|---|---|
| Beneficial ownership | 10,225 | Includes 2,896 shares held by a trust where Silva is trustee; includes 1,820 unvested restricted shares eligible to vote |
| Percent of outstanding | <1% | Proxy denotes “*” for <1% (19,061,009 shares outstanding on record date) |
| Unvested director RS (granted 5/30/2024) | 1,820 | One-year vesting from grant |
Insider Trades (2025)
| Date (Filing) | Type | Shares | Price | Post-Trade Holdings | Source (full URL) |
|---|---|---|---|---|---|
| 2025-08-29 (Form 4) | Open-market purchase | 17 | $21.29 | — | https://www.sec.gov/Archives/edgar/data/0001127371/000179602925000003/0001796029-25-000003-index.html; https://www.stocktitan.net/sec-filings/CWBC/form-4-community-west-bancshares-insider-trading-activity-cbe5a7942ebc.html |
| 2025-04-25 (reported 2025-04-28) | Open-market purchase | 84 | $18.85 | 12,128 | http://openinsider.com/CWBC |
Note: URLs above link to the Form 4 index/XML and reputable aggregators summarizing the same SEC filings.
Related-Party & Conflicts Review
- Auditor: Moss Adams LLP; Silva is a partner at BPM LLP, not the auditor—reducing perceived audit conflicts .
- Related-party transactions: Company discloses no material (> $120,000) related-party transactions since Jan 1, 2024; related-party loans to directors/officers, if any, made on market terms .
- Policies: Company maintains anti-hedging and anti-pledging policies, stock ownership guidelines, and a clawback policy (effective Dec 1, 2023) .
Governance Assessment
- Strengths: Independent director with CPA credentials and designated audit committee financial expert status; active on Audit and Strategic Planning committees; board-wide attendance standards met in 2024; ownership guideline compliance; balanced director pay mix (cash retainer plus modest time-based equity); anti-hedging/anti-pledging and clawback policies in place; no material related-party transactions disclosed .
- Potential Watch Items: As an accounting firm partner, continued monitoring for any services BPM LLP could provide to CWBC or affiliates (none disclosed); director equity is time-based (not performance-linked), which is common for directors but reduces explicit pay-for-performance linkage at the board level .
- Alignment Signals: Insider open-market purchases in 2025 (April and August) indicate incremental alignment/confidence from Silva personally .
Citations:
- Proxy biography, independence, committees, and financial expert designation .
- Ownership table and footnotes; record date shares outstanding .
- Board attendance and annual meeting attendance .
- Director compensation structure and Silva’s 2024 fees/stock awards .
- Annual director RS grant (1,820 shares; one-year vest) .
- Related-party and policies (anti-hedging/pledging; clawback) .
- Auditor oversight .
- Insider trading (Form 4) URLs as listed above.