Max A. Briggs
About Max A. Briggs
Max A. Briggs, 59, is Chairman of the Board of First Foundation Inc. (FFWM) and First Foundation Bank, serving as a director since 2012 and as Chairman since July 2024. He is a Certified Financial Planner (CFP) with a Business Administration and Finance degree from Stetson University, and is designated by the Board as an “audit committee financial expert.” His background spans wealth management (President & CEO, FLC Capital Advisors since 1996; over $740 million AUA) and mortgage banking (CEO, Franklin Loan Center, 1992–2007), including Chairmanship of Desert Commercial Bank prior to its acquisition by FFWM in 2012 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Desert Commercial Bank (DCB) | Chairman of the Board | 2005–2012 | Banking leadership in Palm Desert market; joined FFWM Board upon DCB acquisition |
| Franklin Loan Center | Chief Executive Officer | 1992–2007 | Mortgage banking operations leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| FLC Capital Advisors | President & CEO | 1996–Present | Wealth management firm with >$740mm assets under administration |
Board Governance
- Current roles and independence: Chairman of the Board; determined independent under NYSE standards; designated audit committee financial expert .
- Committee assignments: Audit Committee member; Nominating & Corporate Governance Committee member .
- Attendance and engagement: Board met 20 times in 2024; each director attended at least 75% of Board and committee meetings; directors attended 2024 Annual Meeting .
- Executive sessions: Independent directors hold sessions without management; Audit Committee meets separately with outside auditors .
- Board reconstitution context: 2024 capital raise introduced investor-nominated directors from Fortress, Canyon, and SVBP; Briggs remained as independent Chair through these changes .
| Governance Detail | 2024 Status |
|---|---|
| Independence (NYSE) | Independent |
| Chairman of the Board | Yes (since July 2024) |
| Audit Committee | Member; financial expert designation |
| Nominating & Corporate Governance Committee | Member |
| Compensation Committee | Not a member |
| Risk Committee | Not a member |
| Board Meetings Held | 20; ≥75% attendance for all directors |
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Chairman retainer (2024) | $160,000 | Paid 50% cash ($80,000) and 50% RSUs ($80,000) |
| Director retainer policy (baseline) | $140,000 | For non-Chair directors; split 50% cash/50% RSUs |
Performance Compensation
| Grant Type | Grant Date | Shares/Units | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|
| RSUs (Director grant) | Feb 20, 2024 | 9,889 RSUs | $80,000 (based on $8.09 closing price) | 50% vested May 28, 2024; 50% vested Nov 26, 2024 |
| Outstanding stock awards (12/31/2024) | — | — | — | None outstanding to non-employee directors at year-end |
Notes:
- Director equity is time-based RSUs; no performance conditions disclosed for director grants .
- Anti-hedging policy applies to directors; prohibits hedging, short sales, and speculative transactions .
Other Directorships & Interlocks
- No public-company directorships for Briggs disclosed; historical chair role at Desert Commercial Bank prior to its acquisition by FFWM .
- Board includes investor-nominated directors from Fortress, Canyon, and SVBP post-2024 capital raise; Fortress receives $140,000 cash annually in respect of the board service of its appointee, Henchy Enden (context for overall board interlocks; not applicable to Briggs’s compensation) .
Expertise & Qualifications
- Banking leadership and governance: Former DCB Chairman; extensive experience in mortgage banking and wealth management .
- Financial oversight: Audit committee financial expert designation; service on Audit Committee .
- Local market knowledge: Palm Desert banking/wealth markets relevant to FFWM footprint .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Max A. Briggs | 70,921 | <1% | Includes 6,000 shares owned by spouse; disclaims beneficial ownership of spouse’s shares |
| Director ownership guidelines | 5× cash portion of annual retainer | — | All directors have met or are expected to meet within required timeframe |
Governance Assessment
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Strengths:
- Independent Chairman separated from CEO role, supporting oversight and strategic focus .
- Financial oversight credentials (audit committee financial expert) and Audit/Nominating committee participation strengthen board effectiveness .
- Balanced director pay mix (50% cash/50% equity) and stock ownership guidelines (5× cash retainer) align interests; directors meeting/expected to meet guidelines .
- Anti-hedging policy applicable to directors; Clawback policy adopted for executives (overall governance hygiene) .
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Watch items / RED FLAGS:
- None disclosed for Briggs concerning related-party transactions, pledging, or attendance shortfalls; his beneficial holdings note only spouse-held shares with disclaimed ownership .
- Broader board context includes investor nominees and an arrangement where Fortress receives cash compensation tied to its appointee’s board service; while not specific to Briggs, it is an interlock dynamic investors should monitor for independence and potential influence .
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Attendance and engagement:
- Board intensity in 2024 (20 meetings; committees met frequently: Audit 14; Compensation 6; Nominating 4; Risk 4) indicates active oversight; Briggs met minimum attendance expectations alongside peers .
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Overall view:
- Briggs’s independent chair role, audit expertise, and long-tenured governance experience at FFWM support investor confidence; pay structure and ownership policy demonstrate alignment. Continued monitoring of board interlocks post-capital raise is prudent from a governance risk perspective .