Anne Arvia
About Anne L. Arvia
Anne L. Arvia, age 61, is an independent director of First Financial Bancorp. (FFBC) serving since 2024. She is a Principal, Strategic Transformation & Program Management at Cornerstone Advisors (since April 2023), and a long-tenured public company director at GATX Corporation. A CPA since 1985, Arvia brings deep banking, financial reporting, risk, and transformation expertise to FFBC’s board and serves on the Audit and Compensation Committees .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Auto Club Group / The Auto Club Trust, FSB (AAA) | EVP; CEO & President, Auto Club Trust, FSB | 2018–2022 | Executive leadership of a regulated bank within AAA; digital/direct channel and operating experience highlighted . |
| USAA Bank | Executive leadership roles | Not disclosed | Financial services and banking operations experience . |
| Nationwide Insurance | Executive leadership roles | Not disclosed | Strategy and transformation experience . |
| ShoreBank (Chicago) | Executive leadership roles | Not disclosed | Community banking and mission finance experience . |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| GATX Corporation (NYSE: GATX) | Director; current Chair of Governance; member of Compensation; former long-time Audit Chair | Director since 2009; Audit member since 2009; Audit Chair >9 years | Governance leadership and compensation oversight; significant public company audit experience . |
| XacBank LLC (Mongolia) | Director (prior) | Not disclosed | International microfinance governance experience . |
| The Auto Club Trust, FSB; USAA Bank, FSB; Nationwide Bank; ShoreBank | Executive director roles (prior) | Not disclosed | Banking oversight across multiple institutions . |
| Leader Dogs for the Blind; LISC Advisory Board (Detroit) | Board/Advisory roles (prior) | Not disclosed | Community development and nonprofit governance . |
Board Governance
| Attribute | Detail |
|---|---|
| Independence | Board determined all directors except the CEO are independent; Arvia is listed as independent in the nominees table . |
| FFBC Committees | Audit (Member); Compensation (Member). Audit and Compensation Committees are composed of independent directors; Audit members are financially literate . |
| Attendance | In 2024, overall Board/committee attendance was 96%, and all directors attended >75% of meetings; Arvia attended the 2024 Annual Meeting (only Berta and O’Brien were excused absences) . |
| Executive Sessions | Seven independent director-only executive sessions held in 2024 . |
| Years on FFBC Board | Director since 2024 . |
Fixed Compensation
| Component | 2024 Board Policy | Notes |
|---|---|---|
| Annual retainer (non-employee directors) | $130,000 total: $60,000 cash + $70,000 restricted stock granted on the 2024 Annual Meeting date; stock vests after one year | Retainer unchanged in 2024; directors receive no fees for service on subsidiary bank board . |
| Additional chair retainers (from May 2024) | Chair of Board $75,000; Lead Independent Director $30,000; Audit and Enterprise Risk & Compliance Chairs $20,000; other committee Chairs $15,000 | Increased based on market review; paid in cash quarterly . |
| Election to take stock in lieu of cash | Directors may elect to use all/part of board fees to purchase common shares under 2019 Director Fee Stock Plan; shares issued quarterly | Shares issued pursuant to 2020 Stock Plan . |
| Director | Year | Fees Earned/Paid in Cash ($) | Stock Awards ($) | All Other Comp ($) | Total ($) |
|---|---|---|---|---|---|
| Anne L. Arvia | 2024 | 40,000 | 70,000 | 0 | 110,000 |
| Note: Elected to the Board on May 28, 2024; director equity grant valued at closing price $22.24 on grant date; restricted stock vests May 28, 2025 . |
Performance Compensation
| Element | Type | Grant/Performance Period | Vesting/Terms | Performance Metrics |
|---|---|---|---|---|
| Director equity | Time-based restricted stock | Granted May 28, 2024 | One-year vesting to May 28, 2025 | None disclosed for directors; equity is time-based, not performance-based . |
Other Directorships & Interlocks
- Current public company: GATX Corporation, Director since 2009; currently Governance Chair and Compensation Committee member; previously Audit Chair for >9 years .
- Compensation Committee interlocks: Company reports no Compensation Committee interlocks or insider participation for 2024; Arvia served on FFBC’s Compensation Committee in 2024 .
- Related-party transactions: Company states no related person transactions in 2024 requiring disclosure other than a BOLI-related engagement involving another director (Rahe) and Fort Washington; none disclosed for Arvia . Policy requires Audit Committee approval of any potential related person transaction (regardless of amount) and CGNC review for independence .
Expertise & Qualifications
- CPA since 1985; financial reporting and audit oversight capability .
- Banking/financial services leadership (USAA Bank, Nationwide Bank/Insurance, ShoreBank; CEO/President of Auto Club Trust, FSB) .
- Strategic transformation, digital/direct channels, and operating business experience (Principal at Cornerstone Advisors) .
- Public company governance (GATX) with governance and compensation committee leadership; long-tenured audit oversight .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Anne L. Arvia | 4,750 | <1% | Directors’ ownership guidelines require ownership equal to 5x the annual cash retainer; if not in compliance, must retain 75% of net after-tax shares from awards until met. Company states all directors are currently in compliance . |
| Policy guardrails | — | — | Insider Trading Policy includes anti-hedging and anti-pledging; best practices explicitly disallow hedging/pledging/short sales by directors, executives, or employees . |
| Section 16 compliance | — | — | Company believes all officers/directors complied with Section 16(a) filing requirements for 2024 (one amended Form 3 by another officer; not related to Arvia) . |
Governance Assessment
- Strengths and signals
- Independent director with relevant industry and financial expertise; Audit and Compensation Committee membership aligns with CPA credential and banking leadership background .
- Strong engagement indicators: Board-wide 96% attendance in 2024; all directors >75%; Arvia attended the 2024 Annual Meeting .
- Ownership alignment: Director equity retainer with one-year vesting; director ownership guideline of 5x cash retainer and retention requirement; company reports all directors are in compliance; anti-hedging/pledging policy in place .
- Compensation governance: Director pay reviewed with independent consultant (Meridian); no option repricing; double-trigger change-in-control provisions and clawback policy (program-level best practices) .
- Potential conflicts and watch items
- External affiliations: Principal at Cornerstone Advisors (advises financial institutions). No related-party transactions involving Arvia disclosed for 2024; any future engagement would need Audit Committee approval and CGNC independence review under policy .
- Overboarding/interlocks: Company enforces director over-boarding limits; no Compensation Committee interlocks reported for 2024 .
- Overall view
- Arvia’s audit literacy, bank operator background, and public company governance experience support FFBC’s board effectiveness. Current disclosures show independence, strong attendance, aligned pay structure, and no related-party exposure for Arvia—favorable for investor confidence .