Theresa LaPlaca
About Theresa LaPlaca
Theresa G. LaPlaca, age 65, is an independent director of Eagle Bancorp, Inc. (EGBN) since 2019. She is Founder & President of TLP Leadership Advisory Services, and formerly EVP and Head of Conduct Risk Management at Wells Fargo; prior roles include CFO of Wells Fargo’s Wealth & Investment Management and CFO for CitiStreets Retirement Services. She holds a Bachelor’s in Education from Shenandoah University.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Wells Fargo & Company | EVP, Head of Conduct Risk Management; Member of Management Committee | Prior to retirement in 2019 | Led enterprise conduct risk management framework at a major U.S. bank |
| Wells Fargo – Wealth & Investment Management | Chief Financial Officer | Not disclosed | Finance leadership for WIM businesses |
| CitiStreets Retirement Services | Chief Financial Officer | Not disclosed | Finance leadership for retirement services |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| TLP Leadership Advisory Services, LLC | Founder & President; Leadership Coach | Current | Advisory firm founded post-2019 retirement |
| Queens University of Arts Advisory Board | Past Member | Past | Non-profit/academic board role |
| Nevins Foundation | Board Director & Treasurer (previously) | Past | Non-profit governance role |
| St. Anthony Foundation of Charlotte | Board Director & Treasurer (previously) | Past | Non-profit governance role |
Board Governance
- Committee assignments: Risk Committee Chair; Audit Committee member. Prospective reconstitution adds Asset Quality Sub-Committee to her slate (recommended March 18, 2025).
- Independence: The Governance & Nominating Committee determined she is independent under Nasdaq Rule 5605(a)(2).
- Attendance: Board met 15 times in 2024; all directors attended at least 75% of Board and committee meetings on which they served.
- Executive sessions: Regular executive session meetings of independent directors are held.
- Committee activity context: In 2024, Audit met 11 times and Risk met 4 times (committees she serves/chairst).
- Board leadership: Committee Chairs include LaPlaca (Risk), Freidkin (Technology Oversight), Mathews (Governance & Nominating), Ludwig (Compensation), Brockwell (Audit).
Fixed Compensation
| Component (2024) | Amount |
|---|---|
| Fees Earned or Paid in Cash | $103,500 |
| All Other Compensation (long-term care insurance) | $3,103 |
| Total Cash Compensation | $106,603 |
Retainer schedule applicable to directors:
- Annual cash retainer (Company & Bank): $45,000.
- Risk Committee Chair retainer: $45,000.
- Audit Chair retainer: $50,000 (not applicable to LaPlaca; she is not Audit Chair).
- Lead Independent Director retainer: $65,000 (not applicable to LaPlaca).
Performance Compensation
| Equity Component (2024) | Detail |
|---|---|
| Restricted Stock Award – Grant Date Fair Value | $196,950 |
| Restricted Stock Award – Shares Granted (Feb 2024) | 9,892 shares |
| Unvested Restricted Stock as of 12/31/2024 | 15,835 shares |
Vesting and holding terms for 2024 director awards:
- Vest on the first anniversary of grant; mandatory two-year post-vesting holding period.
- Acceleration: Unvested portions generally accelerate upon death/disability or change in control while in service.
- No outstanding director stock options at 12/31/2024.
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | None disclosed beyond EGBN |
| Committee roles at other public companies | None disclosed |
| Private/non-profit boards | Queens University (past), Nevins Foundation (past), St. Anthony Foundation (past) |
| Interlocks with competitors/suppliers/customers | None disclosed |
Expertise & Qualifications
- Senior bank risk oversight: Led Conduct Risk Management as EVP at Wells Fargo.
- Financial expertise: CFO roles at Wells Fargo WIM and CitiStreets indicate strong accounting/finance acumen.
- Governance and audit exposure: Serves on EGBN Audit Committee; Risk Committee Chair at EGBN.
- Leadership/advisory: Founder of TLP Leadership Advisory Services.
Equity Ownership
| Metric | Amount/Detail |
|---|---|
| Total Beneficial Ownership (as of 3/20/2025) | 37,725 shares; includes 100 shares held jointly with spouse |
| Shares Outstanding (reference for % ownership) | 30,369,772 shares |
| Ownership % of Outstanding | ~0.12% (37,725 ÷ 30,369,772) |
| Unvested Restricted Stock (12/31/2024) | 15,835 shares |
| Options – vested/unvested | None outstanding at 12/31/2024 |
| Pledging/Hedging | Company policy prohibits hedging and limits pledging; directors and executives were in compliance as of 12/31/2024 |
| Ownership Guidelines | Directors must hold 3× annual retainer; all directors in compliance as of 12/31/2024 |
Governance Assessment
- Board effectiveness: LaPlaca chairs the Risk Committee and serves on Audit—key positions for oversight of credit, compliance, and financial reporting. Her prior enterprise risk leadership at Wells Fargo strengthens EGBN’s risk governance.
- Independence & engagement: Confirmed independent; regular executive sessions of independent directors; attendance thresholds met in 2024.
- Compensation and alignment: Director pay is primarily modest cash plus time-vested equity with post-vesting holding requirements, supporting long-term alignment (no options). She meets stock ownership guidelines; hedging restricted and pledging limited.
- Ownership: Holds 37,725 shares including joint holdings; material unvested restricted stock reflects continuing alignment.
- Related-party exposure: The company discloses a robust Related Party Transactions Policy with Board/Audit/Risk oversight; no specific related-party transactions involving LaPlaca are disclosed.
- Shareholder signals: Say-on-Pay support improved to 94% in 2024—a positive governance sentiment, though focused on executive pay.
- RED FLAGS: None identified in disclosures—no pledging flagged, no attendance issues, no director-related party transactions disclosed, no option repricings for directors.
Overall signal: As Risk Chair and Audit member with deep risk and finance credentials, LaPlaca’s governance profile supports investor confidence in EGBN’s oversight of credit quality, enterprise risk, and financial reporting. Her compensation structure and ownership compliance suggest aligned incentives and disciplined pay practices.