John Heffern
FIRST BANCORP /PR/About John A. Heffern
John A. Heffern, 63, has served as an independent director of First BanCorp (FBP) since October 2017. He is Co-President, Portfolio Manager, and Investment Committee member at Princeton Capital Management LLC (since January 2023) and has more than 35 years of finance and banking experience as an equity analyst and portfolio manager focused on financial services. Heffern’s background includes senior roles at Chartwell Investment Partners, Delaware Investment Advisers, NatWest Securities, and Alex. Brown & Sons, with additional board service in nonprofit institutions; the Board has determined he is independent under FBP’s Independence Principles.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Princeton Capital Management LLC | Co-President; Portfolio Manager; Investment Committee Member | Since Jan 2023 | Investment management leadership; oversight of bank equities portfolios. |
| Mendon Capital Advisers Corp. | Portfolio Manager | Nov 2021 – Dec 2022 | Asset manager in bank equities; sector specialization. |
| KCA/Princeton Advisors, LLC | Founder; Principal | Since Jan 2017 | Founded private investment firm; principal investor role. |
| Chartwell Investment Partners | Managing Partner; Senior Portfolio Manager | 2005 – 2016 | Led small/mid-cap growth strategies; institutional separate accounts; subadvisor mandates. |
| Delaware Investment Advisers | Senior Vice President; Senior Portfolio Manager | 1997 – 2005 | Co-founded Delaware American Services Fund; financial services focus. |
| NatWest Securities Ltd., Research | Senior VP; Senior Equity Analyst | 1994 – 1997 | Covered banks and specialty finance; equity research leadership. |
| Alex. Brown & Sons, Inc., Research | Principal; Senior Equity Analyst | 1988 – 1994 | U.S. banks and thrifts coverage; senior analyst role. |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Princeton Junior School (Board of Trustees) | Trustee; Chair, Development Committee; Member, Finance Committee | May 2016 – Sep 2018 | Led development; finance oversight. |
| Church of St. Ann (Laurence, NJ) | Finance Committee Member | Since 2019 | Parish finance governance. |
| Laurence Cemetery Company (Board of Trustees) | Trustee | 2019 – 2023 | Board oversight responsibilities. |
Board Governance
- Independence: The Board affirmed Heffern is independent; 8 of 9 current directors are independent.
- Committee memberships (current): Asset/Liability Committee (Member), Risk Committee (Member), Audit Committee (Member).
- Board leadership: FBP maintains an independent Chair separate from the CEO with robust duties; frequent executive sessions of independent directors.
- Attendance: The Board met 9 times in fiscal 2024, with 100% participation by each current director; all nine attended the 2024 Annual Meeting. Each director participated in at least 75% of committee meetings on which they served.
- Committee activity levels (FY2024): Asset/Liability (4 meetings), Risk (9), Audit (17).
Fixed Compensation
| Fiscal Year | Cash Fees ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2024 | 116,001 | 40,000 | 189 | 156,190 |
- 2025 structure (non-management directors, excluding the Chair): Annual Fee of $115,000, paid as $75,000 cash retainer (monthly) and $40,000 in restricted stock (12-month vest). Committee retainers: Audit/Credit/Risk Chairs $25,000; Compensation Chair $15,000; Governance Chair $12,500; Asset/Liability Chair $15,000; Audit members $10,000; Compensation members $6,500; Risk members $10,000; Governance members $5,000; Asset/Liability members $6,000.
Performance Compensation
| Element | Award Type | Grant Date | Vesting | Performance Metrics |
|---|---|---|---|---|
| Annual Director Equity | Restricted Stock | Sep 30, 2024 (Heffern) | 12-month vest (time-based) | None disclosed for director equity (time-based only) |
- No options or performance-conditioned equity (e.g., PSUs) are disclosed for non-management directors; equity is time-based restricted stock aligned to service.
Other Directorships & Interlocks
- Current public company boards: None disclosed for Heffern.
- Nonprofit/academic boards: Princeton Junior School; Church of St. Ann; Laurence Cemetery Company (see External Roles).
- Interlocks: None disclosed.
Expertise & Qualifications
- More than 35 years in finance and banking as portfolio manager and equity analyst covering banks and financial services; investment strategy and risk oversight experience.
- Provides Board with insights into investment strategies, company evaluation, and risk management across financial institutions.
Equity Ownership
| Holder | Beneficial Ownership (Shares) | Unvested Restricted Stock (Shares) | % of Class |
|---|---|---|---|
| John A. Heffern | 74,570 | 1,889 | <1% |
- Director Stock Ownership Guidelines: Directors must hold stock equal to 4× the annual cash retainer; directors are compliant as of the proxy.
- Anti-pledging/hedging: Directors are prohibited from pledging FBP securities and engaging in hedging/short transactions.
Governance Assessment
- Strengths
- Independent director with deep financial services investing expertise; service across three risk-critical committees (Audit, Risk, Asset/Liability) contributes to board effectiveness.
- Strong attendance and engagement; Board reports 100% meeting attendance for directors and robust committee activity.
- Aligned incentives via equity retainer and stock ownership guidelines; no options or performance-equity that could skew risk-taking.
- Robust governance policies: independent Chair, frequent executive sessions, comprehensive risk oversight, clawback policy.
- Watch items
- Industry concentration: Heffern’s current role managing bank equities could create potential perceived conflicts; mitigated by independence determinations, insider trading policy, and related-party transaction oversight by the Audit Committee. No related-party transactions are disclosed in the proxy.
- Committee workload: Audit/Risk/ALCO had 17/9/4 meetings respectively in FY2024; continued high engagement expected.
Overall, Heffern’s experience and committee assignments support effective oversight of financial reporting, enterprise risk, and balance sheet management, with compensation and ownership policies aligning his interests with shareholders.