Anthony Puntillo
About Anthony M. Puntillo
Anthony M. Puntillo, D.D.S., M.S.D., is an orthodontist who founded Puntillo & Crane Orthodontics, PC (multi‑location practice in Northwest Indiana) in 1994 and serves as co‑owner and senior partner; he is a Class III director (term to 2027), age 57, and has served on FNWD’s board since 2004 . He previously served as Lead Independent Director from March 2022 to February 2024; he currently serves as Vice‑Chairman of the Board and Executive Committee, Vice‑Chairman of the Audit Committee, and Chair of the Nominating & Corporate Governance Committee . He also serves as a Director of the American Board of Orthodontics, is a past President of the Great Lakes Association of Orthodontists, and is active in the Bank’s communities .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Finward Bancorp | Lead Independent Director | Feb 2022 – Feb 2024 | Chaired executive sessions; helped develop Board agendas; coordinated director recruitment and shareholder communications |
| Finward Bancorp | Vice‑Chairman of Board & Executive Committee | 2022 – present | Executive Committee Vice Chair; strategic leadership; continuity across leadership transition |
| Finward Bancorp | Chair, Strategic Planning Committee | 2021 | Led long‑term planning; also member of Compensation & Benefits, Executive, Risk Management & Audit |
| Finward Bancorp | Member, Compensation & Benefits Committee | 2022 | Oversight of executive and director pay; advisor‑supported benchmarking |
| Finward Bancorp | Member, Nominating & Corporate Governance Committee | 2022 – present | Board composition, governance policies; stock ownership guidelines oversight |
| Finward Bancorp | Vice‑Chairman, Audit Committee | 2025 | Financial reporting and internal control oversight |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| American Board of Orthodontics | Director | Ongoing | Governance in professional certification; sector expertise |
| Great Lakes Association of Orthodontists | Past President | Prior service | Regional professional leadership; network breadth |
| Various orthodontics associations | Member | Ongoing | Professional engagement; reputation and community ties |
Board Governance
- Independence: Served as Lead Independent Director (Mar 2022–Feb 2024); FNWD’s Audit, Risk Management & Compliance, Nominating & Corporate Governance, and Compensation & Benefits Committees are comprised solely of independent directors .
- Current committee leadership: Vice‑Chairman, Audit Committee; Chair, Nominating & Corporate Governance; Vice‑Chairman, Executive Committee .
- Attendance and engagement: No director attended fewer than 80% of Board and committee meetings in 2021, 2022, or 2023; all directors attended the Annual Meeting on May 24, 2024 .
- Director compensation policy: Annual cash retainer $28,500; Lead Independent Director retainer $12,000; chair retainers—Risk Management & Compliance $3,500; Compensation & Benefits $3,000; other committees $2,500; Credit Committee members (non‑chair) $500; equity awards may be granted at ~$11,000 and vest immediately; 2024 directors received no equity awards .
- Deferred compensation: Directors can defer fees under the Post‑2004 Unfunded Deferred Compensation Plan; interest basis updated to the 2‑year U.S. Treasury Bill rate (reset monthly); prior framework referenced 6‑month CD +2% or 120% AFR .
Fixed Compensation
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Fees Earned or Paid in Cash ($) | $37,333 | $41,750 | $34,000 |
| All Other Compensation ($) – Medical benefit paid by Bank | $19,232 | $21,450 | $16,058 |
| Total ($) | $67,548 | $74,200 | $50,058 |
Performance Compensation
| Year | Stock Awards ($) | Grant Date | Shares Granted | Grant Price | Vesting |
|---|---|---|---|---|---|
| 2022 | $10,983 | Feb 11, 2022 | 229 | $47.96 | Fully vested on grant |
| 2023 | $11,000 | Feb 6, 2023 | 299 | $36.73 | Fully vested on grant |
| 2024 | $0 (no equity awards to directors) | — | — | — | — |
- Historical service‑based equity: In 2020, directors received restricted stock for committee chair roles and attendance above four meetings; Dr. Puntillo received 141 shares with grant‑date fair value $5,711 .
- Stock ownership and holding: Directors must hold 100% of shares for at least one year post‑vesting and retain 75% of net shares until meeting ownership guidelines; minimum ownership for non‑employee directors is $100,000 in market value, with five‑year compliance window .
Other Directorships & Interlocks
| Company/Organization | Type | Role | Committee/Notes |
|---|---|---|---|
| American Board of Orthodontics | Non‑profit/professional | Director | Professional certification governance |
| Great Lakes Association of Orthodontists | Professional association | Past President | Regional leadership |
| Orthodontics associations (various) | Professional associations | Member | Ongoing engagement |
No public company directorships or disclosed interlocks with FNWD competitors/suppliers/customers are cited in the referenced proxies .
Expertise & Qualifications
- D.D.S., M.S.D.; founder and co‑owner of a multi‑location orthodontics practice since 1994; adds small business profile relevant to business lending strategies .
- Governance experience as Lead Independent Director, Vice‑Chair roles, and chair of Nominating & Corporate Governance; participant in compensation oversight .
- Active community engagement within the Bank’s markets, supporting FNWD’s community banking model .
Equity Ownership
| Date | Beneficially Owned Shares | Percent of Class | Unvested Restricted Shares |
|---|---|---|---|
| Mar 3, 2023 | 4,788 | * (under 1% per footnote) | 447 (as of Dec 31, 2022) |
| Mar 22, 2024 | 4,833 | * | 253 (as of Dec 31, 2023) |
- Stock ownership guidelines: Non‑employee directors must hold at least $100,000 in market value; 1‑year post‑vesting hold and 75% net‑share retention until compliant; five‑year window to achieve threshold .
Governance Assessment
- Board effectiveness: Long‑tenured independent director with sustained leadership (Lead Independent through Feb 2024; Vice‑Chair roles; committee chairmanship), reinforcing oversight continuity and independent challenge .
- Alignment and incentives: Director pay structure emphasizes modest cash retainers and small, immediately‑vested equity grants (~$11k in 2022–2023) with stringent post‑vesting holding and ownership guidelines; directors received no equity grants in 2024, indicating restraint amidst performance conditions .
- Engagement: Consistent attendance above 80% and full Annual Meeting participation, supporting investor confidence in governance diligence .
- Perquisites: Notable medical benefit amounts ($19,232 in 2022; $21,450 in 2023; $16,058 in 2024) are disclosed and transparent; fee deferral program uses a market‑based interest benchmark (2‑year U.S. Treasury), reducing preferential treatment risk .
Signals/Watch‑Items
- Leadership concentration is balanced by independent committee composition; continued monitoring of role changes (e.g., Audit Committee vice‑chairmanship) is prudent for oversight quality .
- External business ownership in local markets adds valuable small‑business perspective; maintain watch for any related‑party transactions in future filings (none surfaced in cited excerpts) .