Judith Weaver
About Judith A. Weaver
Judith A. Weaver, age 66, has served on ENB Financial Corp’s board since 2012 and is classified as an independent director under SEC and Nasdaq standards . She is a retired entrepreneur with 45 years of wholesale and retail operating experience, including as President/Owner of Martin’s Trailside Express, Inc. and Martin Services Group, Inc., and partner in MSW Properties LP until her 2019 retirement and asset sales . On ENBP’s board, she chairs the Trust Operations Committee and serves on the Building and Expansion Committee, bringing hands-on multi-unit operations and community nonprofit governance experience to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Martin’s Trailside Express, Inc. (East Earl, PA) | President & Owner | Until sale in April 2019 | Led truck stop/restaurant operations; multi-decade small-business operating experience |
| Martin Services Group, Inc. | President & Owner | Until retirement in April 2019 | Corporate reseller of bulk petroleum products |
| MSW Properties LP | Partner | Until assets sold in April 2019 | Family real estate partnership |
| ENB Financial Corp – Compensation Committee | Member | 2017 (disclosed in 2018 proxy) | Independent member; committee met 3x in 2017 |
External Roles
| Organization | Role | Tenure | Type/Notes |
|---|---|---|---|
| CrossNet Ministries | Board member | Not disclosed | Nonprofit/community engagement |
| Fellowship of Christian Athletes | Regional Board member | Not disclosed | Nonprofit/community engagement |
| LCBC Church | Partner | Not disclosed | Faith-based engagement |
| Garden Spot Village (retirement community) | Board member; Board Secretary (prior) | Prior service | Nonprofit governance (prior) |
| Hope International | Regional Board (prior) | Prior service | Nonprofit governance (prior) |
| New Holland Recreation Center | Board & Executive Committee (prior) | Prior service | Nonprofit governance (prior) |
Board Governance
- Independence: Board affirms Weaver is independent; only independent directors serve on ENBP’s committees .
- Committees: Chair, Trust Operations Committee; Member, Building and Expansion Committee .
- Attendance: All directors, including Weaver, attended at least 75% of aggregate board and committee meetings in 2024; all ten then-sitting directors attended the 2024 Annual Meeting .
- Board Structure: Chair/CEO roles are combined; the board has not appointed a Lead Independent Director, with the board citing committee engagement and meeting cadence as mitigating factors .
| Committee | Weaver’s Role | Membership (latest disclosed year) | Meeting Cadence (latest disclosed) | Mandate/Notes |
|---|---|---|---|---|
| Trust Operations Committee | Chair | 2023 members included Weaver (Chair) | 4 meetings in 2023 | Supervises all trust accounts in Wealth Solutions; independent directors only |
| Building & Expansion Committee | Member | 2024 members included Weaver | 5 meetings in 2024 | Real estate/branch build and facility improvements |
The board reviews director independence considering loans to directors/family and nonprofit contributions and determined no impairment of independence for non-employee directors, mitigating related-party risk perceptions .
Fixed Compensation
Fee structure (Board-wide):
- 2024: $20,000 paid-in-advance retainer (Jul 1, 2024–Jun 30, 2025); $1,000 per board meeting; $400 per committee meeting; $1,000 for Strategic Planning Meeting; no incremental chair fees; concurrent ENBP/ENB bank board meetings paid once .
- 2023: $20,000 paid-in-advance retainer (Jul 1, 2023–Jun 30, 2024); $950 per board meeting through Jun 2023, then $1,000 per meeting Jul–Dec 2023; $400 per committee meeting; $1,000 Strategic Planning Meeting; no chair fees; concurrent meetings paid once .
| Component | 2024 Amount/Terms | 2023 Amount/Terms |
|---|---|---|
| Annual retainer | $20,000 (paid in July; covers 7/1/24–6/30/25) | $20,000 (paid in July; covers 7/1/23–6/30/24) |
| Board meeting fee | $1,000 per meeting | $950 per meeting through Jun; $1,000 per meeting Jul–Dec |
| Committee meeting fee | $400 per meeting | $400 per meeting |
| Strategic planning meeting | $1,000 (May 2024) | $1,000 (Oct 2023) |
| Chair fee | None | None |
| Concurrent ENBP/ENB meetings | Single compensation (no double payment) | Single compensation (no double payment) |
Weaver — fees earned (totals):
| Year | Fees Earned or Paid in Cash ($) |
|---|---|
| 2024 | 38,800 |
| 2023 | 41,200 |
Directors may elect to use some/all director compensation to purchase ENBP shares under the 2020 Non-Employee Directors’ Stock Plan (100,000 shares registered; purchased at market price without discount). Weaver invested a percentage of her annual retainer via this plan in 2024 and 2023, signaling alignment .
Performance Compensation
- No performance-based director equity awards (e.g., RSUs/PSUs) were disclosed; director compensation consisted of cash fees with an elective stock purchase plan at market price (no grant-date equity value or performance metrics for directors) .
Other Directorships & Interlocks
- Current public company boards: None disclosed for Weaver .
- Compensation committee interlocks: None disclosed by the company .
- Nonprofit/other boards: See External Roles section above .
Expertise & Qualifications
- 45 years operating experience across wholesale/retail fuel distribution, foodservice, and real estate, applicable to bank customer base and local market dynamics .
- Committee leadership on Trust Operations suggests familiarity with fiduciary oversight and client asset administration .
- Community and nonprofit governance experience broadens stakeholder perspective .
Equity Ownership
| Holder | Shares Beneficially Owned | Ownership % of Class | Notes/Breakdown |
|---|---|---|---|
| Judith A. Weaver | 8,780 | <1% | 6,570 shares held individually; 2,210 held jointly with spouse |
No pledging, hedging, or derivative positions were disclosed for Weaver; directors’ beneficial ownership is presented under SEC definitions, with an asterisk indicating <1% holdings .
Governance Assessment
- Strengths: Independent status; consistent attendance (≥75%); active committee leadership (Trust Ops Chair) with clear fiduciary responsibilities; uses elective stock purchase plan and invested a portion of retainer (alignment) .
- Watch items: Company combines Chair/CEO roles and has no Lead Independent Director, which can concentrate authority; this is a board-level structural consideration rather than Weaver-specific but relevant to overall effectiveness .
- Conflicts/related-party exposure: Board annually assesses director independence considering loans and nonprofit contributions and concluded no impairment for non-employee directors, reducing conflict risk; no related-party transactions involving Weaver disclosed .
- Pay design: Cash-only director compensation with modest retainers/meeting fees; no at-risk equity awards for directors; alignment partially achieved via elective open-market stock purchase plan (no discount), which relies on director choice rather than mandated equity grants .
Overall signal: Weaver exhibits solid engagement and committee leadership with community-rooted, small-business operating experience aligned to ENBP’s market. Alignment is supported by her elective share purchases and direct holdings, though absolute ownership remains <1% of shares outstanding .