Willis Lefever
About Willis R. Lefever
Willis R. Lefever, age 70, has served on ENB Financial Corp’s Board since 2004; he owns Lefever Construction (home building/land development) and Lefever Auto Sales near Ephrata, PA, and is classified as an independent director under SEC/Nasdaq standards . He chairs the Building and Expansion Committee and serves on the Nominating and Governance Committee; the Board’s Chair role is combined with the CEO and there is no Lead Independent Director position .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Lefever Construction (home building/land development) | Owner | >40 years of small business management experience | Provides domain expertise to Building & Expansion oversight |
| Lefever Auto Sales, LLC | Owner | >40 years of small business management experience | Local market knowledge and community economic insight |
External Roles
No public-company directorships disclosed in the past five years; ENBP’s biographies are structured to list such roles, and none are listed for Mr. Lefever .
Board Governance
- Independence: The Board determined Mr. Lefever meets SEC/Nasdaq independence standards; 10 of 11 directors are independent .
- Committee assignments: Chair, Building & Expansion Committee; Member, Nominating & Governance Committee .
- Committee activity: Building & Expansion met 5 times in 2024; Nominating & Governance met 5 times in 2024 .
- Attendance and engagement: Each director attended at least 75% of Board and committee meetings in 2024; all ten sitting directors attended the 2024 Annual Meeting .
- Board leadership: Chairman role is held by the President/CEO; no Lead Independent Director designated .
- Anti-hedging/pledging: Directors are prohibited from hedging or pledging ENBP securities .
- Related-party transactions oversight: Loans/deposits/trusts with directors occur on market terms and are reviewed by the Board outside the involved director’s presence; aggregate loans to directors/executives/families/10% entities were $940,211 at 12/31/2024 (0.72% of equity) and $824,645 as of 3/11/2025 .
Fixed Compensation
| Item | 2024 |
|---|---|
| Annual retainer (paid in advance, covers July 1, 2024–June 30, 2025) | $20,000 |
| Board meeting fee (per meeting) | $1,000 |
| Committee meeting fee (per meeting) | $400 |
| Strategic Planning Meeting fee | $1,000 |
| Committee chair premium | $0 (chairs receive no extra compensation) |
| Willis R. Lefever – Fees earned/paid in cash (Total) | $40,600 |
Performance Compensation
| Component | 2024 |
|---|---|
| Director equity awards (RSUs/PSUs) | Not disclosed; compensation presented as cash fees for directors |
| Director option awards | Not disclosed; no options for directors in compensation tables |
| Performance bonus metrics (TSR, revenue/EBITDA, ESG) | Not applicable to director compensation; directors may elect to purchase stock at market price via the 2020 Non-Employee Directors’ Stock Plan (100,000 shares registered) |
ENBP’s 2020 Non-Employee Directors’ Stock Plan allows non-employee directors to use all or part of their director compensation to purchase ENBP shares at market price, without discount .
Other Directorships & Interlocks
| Company | Role | Type | Potential Interlock/Conflict Note |
|---|---|---|---|
| None disclosed (public companies) | — | — | No public-company boards listed for Mr. Lefever |
| Lefever Construction; Lefever Auto Sales, LLC | Owner | Private businesses | Overlap with Building & Expansion oversight; monitor for vendor/real-estate conflicts and ensure recusal/Board review (Board reviews related-party transactions outside the director’s presence) |
Expertise & Qualifications
- Long-tenured small business operator (>40 years) in construction/land development, providing facility and real-estate expertise relevant to ENBP’s footprint .
- Deep understanding of social and economic aspects of Lancaster County communities served by ENBP .
Equity Ownership
| Metric | Amount |
|---|---|
| Direct shares | 2,082 |
| Roth IRA | 300 |
| Joint with spouse | 10,000 |
| Total beneficial ownership | 12,382 |
| % of shares outstanding (5,655,270 shares outstanding at 3/11/2025) | ~0.22% (12,382 ÷ 5,655,270) |
| Hedging/pledging | Prohibited by Board policy |
Governance Assessment
- Positives: Independent status; strong domain expertise aligned with Building & Expansion; high engagement (≥75% attendance and Annual Meeting attendance); non-employee director ownership aligns incentives; anti-hedging/pledging policy enhances alignment .
- Watch items / RED FLAGS:
- Combined Chair/CEO with no Lead Independent Director—reduced independent counterbalance to management .
- Potential conflicts from chairing Building & Expansion while owning construction/land-development businesses; ensure strict vendor selection controls and recusal for any related matters (Board cites outside-presence review and ordinary-course terms for related transactions) .
- Compensation structure: Director pay is primarily cash fees with no disclosed director equity grants or performance-linked metrics; optional stock purchase via the Directors’ Stock Plan provides a voluntary path to ownership alignment without discounted awards .