Steve Tyink
About Steve Tyink
Steve Tyink is an independent director of EWSB Bancorp, Inc., serving on the board since 2016; he is age 64 and currently Director of Partner Development at Fork Farms, a privately held agriculture company, with prior executive leadership roles across automotive, industrial design, and commercial construction sectors . The board has determined he is “independent” under Nasdaq standards; EWSB’s board comprises seven members with five independent directors (excluding the CEO and a former CFO) . In 2024, no director attended fewer than 75% of total board and applicable committee meetings; EWSB Bancorp’s board held 2 meetings, the Bank’s board held 13, and there were 10 joint meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Automotive sector (unspecified) | Executive leadership positions | Not disclosed | Operational leadership experience |
| Industrial design (unspecified) | Executive leadership positions | Not disclosed | Operational leadership experience |
| Commercial construction (unspecified) | Executive leadership positions | Not disclosed | Operational leadership experience |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Fork Farms (private) | Director of Partner Development | Not disclosed | Business development; private company role |
Board Governance
- Committee assignments: Audit Committee member and Chair, Governance and Nominating Committee .
- Independence: Independent director under Nasdaq standards (all directors except CEO Charles D. Schmalz and former CFO Kay M. Dorow are independent) .
- Board leadership and oversight: CEO also serves as Chairman; lead independent director role held by Kenneth P. Demerath; independent directors hold executive sessions at least twice per year .
- Attendance: No director attended fewer than 75% of board and committee meetings in 2024; Bancorp board met 2 times; Bank board met 13 times; 10 joint meetings were held .
- Committee activity (2024): Audit Committee met 1 time; Compensation Committee met 2 times; Governance and Nominating Committee indicated “—” (no meeting listed) .
Fixed Compensation
| Component | 2024 Value | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $24,500 | No “All Other Compensation” reported for Tyink in 2024 |
| Deferred Fee Plan eligibility | Available to directors; elective deferral of fees credited with interest; payout upon separation or at elected age in lump sum or installments | Participation by Tyink not disclosed |
| Meeting/Chair fees detail | Not itemized | Committee chair status may be reflected in total cash fees; breakdown not disclosed |
Performance Compensation
- Equity awards: The company states it has not historically granted stock options and did not grant stock options in 2024; policy restrictions on timing of any future stock option or similar awards; restrictions do not apply to equity without exercise price (e.g., restricted stock), but no director equity grants are disclosed for 2024 .
- Performance metrics: No performance-based pay metrics or director equity performance criteria are disclosed for directors in 2024 .
Other Directorships & Interlocks
| Company | Type | Role | Overlap/Interlock Risk |
|---|---|---|---|
| None disclosed | Public company | N/A | No public company directorships disclosed in proxy |
| Fork Farms | Private company | Director of Partner Development | No related-party transactions disclosed with Fork Farms |
Expertise & Qualifications
- Operational expertise from executive roles across multiple industrial sectors; provides extensive knowledge regarding business operations .
- Governance roles: Audit Committee member and Chair of Governance and Nominating Committee, indicating board process oversight and governance design involvement .
Equity Ownership
| Holder | Shares Beneficially Owned | Shares Outstanding Reference | Ownership % |
|---|---|---|---|
| Steve Tyink | 2,500 | 752,538 shares outstanding (April 2, 2025) | ~0.33% (2,500 / 752,538) |
| Pledged shares | None approved; board policy prohibits pledging except by prior board-approved exception, and no exceptions have been approved | — | — |
| Hedging | Prohibited for directors | — | — |
| Options RSUs PSUs | None disclosed for directors; no stock options granted historically and none in 2024 | — | — |
Governance Assessment
- Positive signals: Independent director with governance responsibilities (Audit member; Governance/Nominating Chair), and no director fell below 75% attendance in 2024, supporting board effectiveness . Anti-hedging and anti-pledging policies (with no approved exceptions) strengthen alignment; Tyink also holds common shares (~0.33%), providing some “skin in the game” .
- Watch items: Combined CEO/Chair structure can dilute independent oversight; mitigated by a lead independent director and regular executive sessions of independent directors . The Governance and Nominating Committee showed “—” for meetings in 2024, which may warrant monitoring as governance processes mature post-IPO .
- Related-party/conflict review: Director/officer loans were made in the ordinary course on market terms and compliant with banking regulations; no unfavorable features disclosed; no other related-party transactions are reported for directors, including Tyink .
Notes on Independence, Attendance, and Engagement
- Independence: Tyink is independent under Nasdaq standards; only Schmalz (CEO/Chair) and Dorow (former CFO within last three years) are non-independent .
- Engagement: 2024 meeting cadence indicates an active board year around the IPO; Tyink’s committee roles suggest engagement in both oversight (Audit) and governance design (Governance/Nominating) .
- Annual meeting attendance: Directors are encouraged to attend; the June 5, 2025 meeting is the first annual meeting post-IPO .
Compensation Structure Analysis
- Mix and trends: For 2024, Tyink’s compensation is cash-only ($24,500) with no equity reported, implying lower variability and potentially less direct pay-for-performance linkage for directors; the Compensation Committee reviews director compensation and may adjust levels/form in future years .
- Options policy: Company has not historically granted options and did not grant any in 2024; policy controls timing of any future option-like awards to avoid opportunistic timing .
Related Party Transactions & Red Flags
- Loans to directors/officers: Ordinary course, market terms, and compliant with federal banking regulations; performing according to original terms at 12/31/2024 .
- Hedging/pledging: Prohibited; board has not granted any exception to pledging policy; reduces misalignment risk .
- Legal/SEC matters: No investigations or proceedings disclosed for directors in this proxy .
Compensation Committee Analysis
- Committee composition and independence: Compensation Committee comprised solely of independent directors; it evaluates CEO performance and oversees senior management compensation and director compensation recommendations .
- Consultant use/conflicts: Not disclosed in this proxy .
Say-on-Pay & Shareholder Feedback
- Not disclosed in this proxy; 2025 annual meeting agenda includes director elections and auditor ratification .
Employment & Contracts (Directors)
- Director contracts and severance: Not applicable; executive employment agreements are disclosed for management, not directors .