Lester Sussman
EAST WEST BANCORPAbout Lester M. Sussman
Lester M. Sussman, age 70, has served on EWBC’s Board since 2015 and is the Lead Independent Director. He is a retired Deloitte audit partner with leadership experience as Partner in Charge of the Financial Services Group (Pacific Southwest) and Capital Markets (West Region), and previously served as Vice President, Advisory Services at Resources Global Professionals (RGP) from 2005–2020; he is a CPA and NACD Directorship Certified, bringing over 40 years of accounting, financial reporting, risk management, and corporate governance expertise to EWBC .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deloitte & Touche | Audit Partner; Partner in Charge, Financial Services (Pacific Southwest); Partner in Charge, Capital Markets (West Region) | Not disclosed | Led audit and capital markets leadership roles; deep financial reporting and controls background |
| Resources Global Professionals (RGP) | Vice President, Advisory Services | 2005–2020 | Delivered governance, risk management, and compliance services globally |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Braille Institute | Director | Current | Community and nonprofit governance engagement |
| NACD Pacific Southwest Chapter | Director | Current | Board governance advocacy; continuing education |
| National Association of Corporate Directors (NACD) | Directorship Certified | Current | Ongoing director education and certification |
Board Governance
- Independence: EWBC’s Board determined all directors except the CEO (Dominic Ng) are independent; Sussman is independent .
- Lead Independent Director: Sussman serves as LID with authority to lead executive sessions, approve schedules, call special meetings, represent independents in shareholder discussions, and approve Board-retained consultants; LID has joint control over agendas and materials .
- Attendance: In 2024, all director nominees attended all regularly scheduled Board meetings, all committee meetings for committees on which they served, and the retreat; all directors attended the 2024 annual meeting .
- Financial/Risk Expertise: Sussman is designated an “Audit Committee Financial Expert” and a Risk Oversight Committee “Risk Expert” based on his Deloitte and RGP experience .
| Committee | Role | 2024 Meetings | Notes |
|---|---|---|---|
| Audit | Chair | 9 | Oversees independent auditor, internal audit, ICFR, quarterly earnings releases; prepares audit committee report |
| Compensation & Management Development | Member | 5 | Oversees NEO and director pay, succession planning, compensation risk review; uses independent consultant |
| Risk Oversight | Member (Risk Expert) | 4 | Oversees enterprise risk incl. credit, liquidity, IT/cyber, BSA/AML/OFAC; sets risk appetite |
| Executive | Member | 0 | Authorized to act between Board meetings; no meetings in 2024 |
Fixed Compensation (Director)
| Component | Amount (USD) | Period/Date | Notes |
|---|---|---|---|
| Annual Cash Retainer | $133,750 | 2024 | Non-employee director cash retainer |
| Lead Independent Director Retainer | $40,000 | 2024 | Additional annual cash retainer for LID responsibilities |
| Audit Committee Chair Retainer | $27,500 | 2024 | Chair fee for Audit Committee |
| Total Fees Earned in Cash | $201,268 | 2024 | As reported for Sussman |
- Meeting fees: Not disclosed/none indicated .
Performance Compensation (Director)
| Equity Award | Shares | Grant Date | Grant-Date Fair Value (USD) | Pricing Reference | Vesting/Terms |
|---|---|---|---|---|---|
| Common Stock Award (annual) | 1,818 | May 28, 2024 | $133,732 | $73.56 closing price on grant date | Granted in common stock; vesting terms for directors not specified in proxy |
- Performance metrics tied to director compensation: None disclosed for directors (director pay comprises cash retainers and annual common stock grants; no options/PSUs disclosed) .
Other Directorships & Interlocks
- Current public company boards: None disclosed for Sussman (other directors listed hold outside directorships; Sussman not among them) .
- Private/nonprofit boards: Braille Institute; NACD Pacific Southwest board .
Expertise & Qualifications
- CPA; former Deloitte audit partner with financial reporting and internal controls leadership .
- Audit Committee Financial Expert under SEC rules; financial sophistication meeting Nasdaq requirements .
- Risk Expert (enterprise risk; governance, compliance from RGP tenure) .
- NACD Directorship Certified; active in director continuing education programs .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Lester M. Sussman | 23,573 | <1% | Proxy table excludes unvested RSUs and states no RSUs expected to vest within 60 days as of April 3, 2025 |
- Stock Ownership Guidelines: Directors must own ≥3x annual cash retainer within five years of election; compliance status not disclosed for individual directors .
- Hedging/Pledging: Company prohibits hedging and pledging of Company securities, reducing alignment risk concerns .
Governance Assessment
- Board effectiveness: Sussman’s dual role as Lead Independent Director and Audit Committee Chair strengthens oversight of financial reporting, ICFR, and independent auditor selection; designation as Audit Committee Financial Expert adds credibility to audit oversight .
- Independence and engagement: Independent status, full attendance at Board and committee meetings, and leadership in executive sessions support robust challenge and oversight of management .
- Compensation alignment: Director pay structure balances cash retainers (including LID and chair premiums) and annual common stock grants; absence of options or performance-based equity for directors reduces risk of short-term incentives misalignment .
- Conflicts/related-party exposure: Proxy reports no related-party transactions requiring review in 2024; ordinary-course director loans (if any) were on market terms and not problem assets; no director transactions >$120,000 beyond those loans .
- Shareholder alignment mechanisms: Proxy access implemented (up to 20 stockholders; 3% for 3 years), majority voting, annual say-on-pay, strong LID role, prohibition on hedging/pledging, and ownership guidelines collectively support investor confidence .
- Structural consideration: Combined CEO/Chair persists; however, EWBC emphasizes a strong LID with joint agenda control and regular executive sessions, mitigating concentration of authority risk .
RED FLAGS: None material disclosed specific to Sussman. Ordinary-course lending to directors is monitored and reported as non-problem; no pledging/hedging permitted; attendance was complete; no related-party transactions requiring review were reported in 2024 .