Raymond Kelly
About Raymond Kelly
Raymond Kelly was appointed to the Boards of Directors of Esquire Financial Holdings, Inc. and Esquire Bank, National Association, effective June 6, 2025. He is a seasoned banker and certified public accountant with more than 40 years of experience in financial services, including tax, compensation, strategic banking advice, and SEC/regulatory expertise. He recently retired as a tax services partner at RSM US LLP (10+ years), and previously served as a tax partner at Marcum LLP, senior vice president at North Fork Bancorporation, Inc., and senior tax manager at KPMG . He is a non-employee director; no related-party transactions, arrangements, or family relationships were disclosed upon appointment .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| RSM US LLP | Tax Services Partner (CPA) | 10+ years, retired recently | Provided consulting and tax services to banking clients; compensation and strategic banking advice |
| Marcum LLP | Tax Partner | Not disclosed | Tax advisory to financial services clients |
| North Fork Bancorporation, Inc. | Senior Vice President | Not disclosed | Banking leadership experience |
| KPMG | Senior Tax Manager | Not disclosed | SEC/regulatory, audit/tax experience |
External Roles
| Organization | Role | Public Company Directorships | Notes |
|---|---|---|---|
| Various (RSM, Marcum, North Fork, KPMG) | Executive/Professional roles | None disclosed | Appointment materials do not list other public company boards |
Board Governance
- Committee assignments: Compensation Committee (member) and Director’s Loan Committee (member) .
- Independence and conflicts: Company disclosed no arrangements, no family relationships, and no Item 404(a) related-party transactions for Mr. Kelly at appointment; the Board generally designates directors (other than the CEO) as independent under Nasdaq rules .
- Attendance context: The Board met eight times in 2024, and no director attended fewer than 75% of Board and committee meetings; nine directors attended the May 30, 2024 annual meeting .
- Committee structure: Compensation Committee met four times in 2024; Audit Committee met nine times; Corporate Governance & Nominating met five times .
Fixed Compensation
| Component | Standard Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee director) | $50,000 | Per director fee policy |
| Committee member fee | $5,000 per committee | Applies to each committee membership; Mr. Kelly’s two committee assignments imply $10,000 if policy unchanged (actual paid amounts for 2025 not yet disclosed) |
| Committee chair fees | $10,000–$15,000 | Audit Chair $15,000; Comp Chair $12,000; Nominating Chair $10,000; Loan Chair $15,000; Strategic Chair $12,000; Technology Chair $10,000 |
| Annual equity grant (restricted stock) | $80,024 | Standard annual director RS award; 2024 grant date Dec 3, 2024, ASC 718 fair value $77.92 per share (policy disclosure; Mr. Kelly joined in 2025) |
| Non-executive Board Chair | $125,000 retainer + $115,010 RS award | Additional compensation specific to Chair role |
Performance Compensation
| Compensation Program Element | Metrics/Practices | Applicability |
|---|---|---|
| Executive incentive design overseen by Comp Committee | Company-wide objectives include earnings, profitability, asset quality, ROA, ROE; balanced short- and long-term incentives; competitive peer benchmarking and limited perquisites | |
| Compensation peer group (2024) | Banking and payment processing peers used for benchmarking Board and executive compensation; constructed with FW Cook | |
| Director equity awards | Restricted stock (time-based); no director-specific performance metrics disclosed | Director compensation is primarily retainer + time-based RS awards; performance metrics apply to NEOs |
Other Directorships & Interlocks
| Company | Role | Interlock/Conflict | Evidence |
|---|---|---|---|
| None disclosed | — | No shared directorships with competitors/suppliers/customers disclosed | Appointment 8-K and press materials do not list other public company boards |
Expertise & Qualifications
- CPA with deep tax, audit, SEC/regulatory and compensation advisory experience; 40+ years in financial services .
- Brings strategic banking insight; complements risk oversight and compensation governance .
Equity Ownership
| As-of Date | Common Shares Beneficially Owned | Ownership % of 8,431,774 Outstanding | Derivative Securities | Notes |
|---|---|---|---|---|
| 06/06/2025 | 0 | 0.00% | None reported | Initial Form 3 filed; direct ownership reported as zero |
- Anti-hedging: Company policy prohibits hedging by directors and employees .
- Pledging: As of March 27, 2025, no director or executive officer had pledged shares as collateral (pre-dated his appointment) .
Insider Trades
| Filing | Date | Key Disclosure |
|---|---|---|
| Form 3 (Initial Statement of Beneficial Ownership) | 2025-06-13 | Reported 0 common shares; no derivative securities |
Governance Assessment
- Positive signals: Appointment to Compensation Committee and Director’s Loan Committee indicates immediate engagement in critical oversight areas; no related-party transactions, arrangements, or family relationships at appointment; strong company governance framework (independent committees, active meeting cadence, anti-hedging policy, clawback for executives) .
- Alignment watch item: Initial ownership was 0 shares at appointment; monitor subsequent equity grants and open-market purchases to assess progression toward ownership alignment .
- Compensation governance: Comp Committee utilizes external consultant FW Cook and peer benchmarking, with metrics focused on earnings quality and returns; Mr. Kelly’s tax/compensation background is additive to pay-for-performance rigor .
- Conflicts/related party: No Item 404(a) disclosures for Mr. Kelly; company maintains formal related-party transaction policies under Regulation O and Sections 23A/23B, reducing conflict risk .