Robert R. Hoppe
Director at FCNCA
Board
About Robert R. Hoppe
Robert R. Hoppe (age 73) is an independent director of First Citizens BancShares, Inc. (FCNCA) since 2014, with 11 years of board service. A former PricewaterhouseCoopers LLP partner (1983–2007) and retired CPA, he is designated the Board’s Risk Management Expert and chairs the Risk Committee; he also serves on the Executive Committee. Hoppe recorded 100% attendance at Board and committee meetings in 2024, signaling strong engagement and reliability .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PricewaterhouseCoopers LLP | Partner; Certified Public Accountant | 1983–2007 | Extensive audit, financial reporting, and accounting experience across public, private, non-profit, and governmental sectors |
| Unnamed Financial Institution | Director; Vice Chair of Audit and Risk Committees | Not disclosed | Corporate governance experience; oversight of audit and risk functions |
| First Citizens Bancorporation, Inc. (SC) and First Citizens Bank and Trust Company, Inc. (SC) | Director | Not disclosed | Legacy governance experience within First Citizens’ acquired entities |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Salvation Army of Greater Charlotte | Director (past Chairman) | Not disclosed | Civic leadership and community engagement |
Board Governance
- Committee assignments: Risk Committee Chair; Executive Committee member .
- Designations: Risk Management Expert; Risk Committee must be chaired by an independent director per Fed rules (Hoppe qualifies) .
- Independence: Board annually determines independence; Hoppe is listed as independent under Nasdaq criteria .
- Attendance: 100% in 2024; Board met 14 times; Risk Committee met 18 times, indicating high time commitment .
- Retirement horizon: Board policy bars standing for election after the calendar year one turns 75; Hoppe is 73, implying potential refreshment within two years .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Fees Earned (Cash) | $330,000 | Aggregate director cash compensation for 2024 |
| Equity Awards | $0 | Company does not grant equity to directors; cash-only structure |
| Standard Fee Schedule (for reference) | Director annual retainer: $270,000; Risk Chair: $40,000; LID: $45,000; Audit Chair: $40,000; Audit Committee Financial Expert: $27,500; Trust Chair: $7,500; Working groups: Chair $3,000/mo, Vice-chair $2,500/mo, Member $2,000/mo | 2025 schedule unchanged from 2024 |
Performance Compensation
| Element | Status | Notes |
|---|---|---|
| Performance-based pay for directors | None | No options/RSUs; no performance-linked director pay |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company directorships | None |
| Committee interlocks | No Hoppe-specific interlocks disclosed; broader interlock noted for another director’s family employment reviewed by Audit Committee |
| Related-party transactions | No transactions involving Hoppe disclosed in 2024 related-person section |
Expertise & Qualifications
- Deep audit/accounting expertise from 34 years in public accounting .
- Designated Risk Management Expert; leads enterprise risk oversight across capital, liquidity, credit, market, operational, compliance, legal, strategic, asset, and reputational risks .
- Corporate governance and committee leadership experience (prior vice chair of audit and risk at another bank; current Risk Chair) .
Equity Ownership
| Security | Shares Beneficially Owned | % of Class | Voting Power Contribution |
|---|---|---|---|
| Class A Common | 314 | <0.01% (*) | <0.01% (*) |
| Class B Common | 0 | — | — |
| Depositary Shares (Series A Preferred) | 0 | — | — |
| Series C Preferred | 0 | — | — |
- Hedging/Pledging: Directors are prohibited from hedging and generally prohibited from pledging company stock; no exceptions have been granted since policy adoption .
- Ownership guidelines: Board encourages significant director ownership relative to means (no formal requirement) .
Governance Assessment
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Strengths
- Risk leadership and expertise: As Risk Committee Chair and designated Risk Management Expert, Hoppe provides effective challenge and oversight across enterprise risk domains—supported by a robust committee framework and EROC reporting lines .
- Independence and engagement: Independent status with 100% attendance in 2024; high committee workload (Risk met 18 times) indicates strong commitment .
- Clean conflicts profile: No related-party transactions disclosed involving Hoppe; director pay set via independent CNG Committee with external consultant Pay Governance .
-
Potential investor signals
- Limited “skin-in-the-game”: Beneficial ownership of 314 Class A shares (<0.01%) and cash-only director pay limit equity alignment; hedging/pledging prohibitions mitigate misalignment risks .
- Board refreshment: Retirement policy at age 75 suggests near-term turnover/planning considerations given Hoppe’s age (73) .
-
Company-wide say-on-pay support (context): 2024 say-on-pay approved with over 98% support, reflecting broader investor confidence in compensation governance processes (director pay is set by the same CNG Committee) .
Appendix: Committee Responsibilities (Risk)
- The Risk Committee monitors capital adequacy, credit, market, liquidity, operational (including human capital and IT), compliance, legal, strategic, asset, and reputational risks; sets/monitors risk appetite/tolerances; reviews regulatory exam findings and remediation; and approves Board-level risk policies annually .