Richard C. Bane
About Richard C. Bane
Independent director (Age 69) with ~24 years of board service at Eastern Bank/EBC (director since 2001; trustee since 1996). Executive Chairman of Bane Care Management LLC, a New England operator of skilled nursing and assisted living facilities; prior long-tenured operating career there (1984–Feb 2023). Education: A.B. in Economics (Dartmouth) and MBA (Harvard Business School); Honorary Doctorate (Salem State University). Considered a senior care industry leader with extensive executive management and civic leadership credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bane Care Management LLC | Executive Chairman | Current; employed 1984–Feb 2023 | Operated skilled nursing and assisted living facilities; senior care industry leadership |
| Massachusetts Senior Care Association | Chairman (former) | Not disclosed | State’s largest professional provider group; sector leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Various corporate/community efforts | Lecturer; civic engagement | Ongoing | Lectures on senior/post-acute care; wide community service involvement (specific boards not detailed) |
Board Governance
- Independence: The Board determined Bane is an independent director under Nasdaq rules and EBC’s Director Independence Policy; he also meets enhanced independence standards for Audit Committee membership per EBC’s Audit Committee Independence Policy .
- Committee assignments: Chair, Nominating & Governance; Member, Audit; Member, Risk Management .
- Attendance and engagement: In 2024, the Board held 15 meetings (8 regular, 7 special); Audit 9, CHCM 6, Nominating & Governance 3, Risk 4. Each director attended over 75% of meetings of the Board and committees on which they served; all then-serving directors attended the May 13, 2024 annual meeting .
- Board leadership and structure: Independent Lead Director role held by Deborah C. Jackson; declassification to annual director elections begins with the 2027 meeting; mandatory director retirement at end of year in which the director turns 75 .
| Committee | Role | Independence Standard |
|---|---|---|
| Audit | Member | Meets enhanced Audit Committee independence standards |
| Nominating & Governance | Chair | Independent; oversees director recruitment, committee composition, governance guidelines, ESG disclosure, and RPT policy |
| Risk Management | Member | Committee chaired by Luis Borgen; oversight of ERM, capital/liquidity/IRR, compliance, cyber, operational and conduct risk |
Fixed Compensation (Director)
| Component | Policy/Amount | 2024 Amount (Bane) |
|---|---|---|
| Annual Board cash retainer | $55,000 | Included in fees earned |
| Committee member fees | $5,000–$10,000 per committee | Included in fees earned |
| Committee chair fees | $10,000–$20,000 (select committees) | Included in fees earned (Bane chairs Nominating & Governance) |
| Lead Director retainer | $40,000 (not applicable to Bane) | N/A |
| Equity (restricted stock) | Annual grant ≈ $65,000 | $64,993 (grant date May 13, 2024) |
| Per-meeting/special fees (select bodies) | Applicable for special/additional meetings | Included in fees earned |
| 2024 Director Compensation (Bane) | Amount ($) |
|---|---|
| Fees Earned | $115,250 |
| Stock Awards (grant-date fair value) | $64,993 |
| All Other Compensation | $18,160 (includes $17,160 dividends on vesting of prior awards; $1,000 matching charitable gift) |
| Total | $198,403 |
Performance Compensation (Director)
- Structure: Directors receive time-based restricted stock; there are no performance-conditioned awards for directors (PSUs are used for executives). Bane’s 2024 director equity grant had a grant-date fair value of $64,993 (May 13, 2024) .
- Dividends on prior awards: Accrued dividends paid upon vesting of a portion of earlier restricted stock grants totaled $17,160 in 2024 for each applicable director (including Bane) .
| Equity Detail (Director) | Type | Grant Date | Grant-Date Value | Vesting/Performance |
|---|---|---|---|---|
| Annual director grant (Bane) | Restricted stock | May 13, 2024 | $64,993 | Time-based; no performance metrics disclosed |
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Current public company boards | None disclosed in biography |
| Private company roles | Executive Chairman, Bane Care Management LLC |
| Non-profit/industry roles | Former Chairman, Massachusetts Senior Care Association; broad civic engagement (specific current boards not detailed) |
| Potential interlocks | Healthcare operator relationships (customer/borrower) possible; RPT oversight via committee and policy (see conflicts) |
Expertise & Qualifications
- Sector expertise: Senior care services, post-acute operations; considered a regional industry leader .
- Education: A.B. Economics (Dartmouth), MBA (Harvard), Honorary Doctorate (Salem State) .
- Governance: Chair of Nominating & Governance; enhanced Audit Committee independence; risk oversight experience through Risk Management Committee .
Equity Ownership
| Measure | Amount |
|---|---|
| Total beneficial ownership | 194,443 shares (<1% of outstanding) |
| Directly/indirectly held | 164,908 shares (direct) |
| Restricted stock (unvested) | 29,535 shares (subject to vesting) |
| Right to acquire within 60 days | None disclosed for Bane |
| Shares outstanding basis | 213,500,243 shares outstanding (record date Mar 14, 2025) |
- Stock ownership guidelines (director): Hold 5× cash retainer in shares; compliance evaluated annually; as of Jan 1, 2025 all non-employee directors met or were on track to meet guidelines .
- Hedging/pledging: Directors are prohibited from hedging or pledging EBC stock under Insider Trading Policy .
Potential Conflicts & Related Party Exposure
- Related party transaction policy (RPT): Nominating & Governance (chaired by Bane) reviews/approves RPTs ≥$120,000; excludes certain ordinary-course transactions, including banking relationships on market terms .
- Disclosures: No disclosable related party transactions since the start of fiscal 2024; certain directors/executives and related persons had loans outstanding in 2024 made in ordinary course, on substantially the same terms as non-affiliate customers, without unusual risk or unfavorable features .
- Alignment safeguards: Prohibition on hedging/pledging; director stock ownership guidelines; clawback applies to executive incentive compensation (not typically to directors) .
Insider Filings and Trading
| Indicator | 2024 Status |
|---|---|
| Section 16(a) compliance | All directors/officers complied timely in 2024; no delinquent reports |
Governance Assessment
-
Strengths
- Independent director with enhanced Audit Committee independence; chairs Nominating & Governance (central to board refreshment, director education, governance guidelines, ESG disclosure, RPT oversight) .
- Active risk oversight via Risk Management Committee; exposure to enterprise risk topics including credit, capital/liquidity, interest rate risk, cyber and operational risk .
- Strong alignment measures: director ownership guidelines; prohibition on hedging/pledging; structured director compensation mix with equity grants .
- Attendance threshold met; high overall board activity (15 meetings) with robust committee cadence in 2024 .
-
Watch items / potential red flags
- Sector-related customer/borrower relationships possible given Bane Care’s operations; mitigated through RPT policy, committee oversight, and ordinary-course lending terms disclosure .
- Concentration in time-based director equity (no performance conditions) reduces performance linkage versus PSU-style constructs used for executives; however, time-based equity is common for directors and ownership guidelines apply .
-
Compensation and alignment signals
- 2024 director total $198,403 (fees $115,250; equity $64,993; other $18,160 incl. dividends and matching gifts), consistent with EBC’s disclosed director pay framework and committee chair responsibilities .
- Beneficial ownership of 194,443 shares, including 29,535 unvested restricted shares, supports “skin in the game”; percentage of outstanding shares is <1% given 213.5M shares outstanding .
Overall, Bane’s independence, committee leadership (Nominating & Governance chair; Audit/Risk member), and adherence to ownership/anti-hedging policies support investor confidence, with ordinary-course banking relationships monitored under a defined RPT governance framework .