Scott Snyder
FULTON FINANCIALAbout Scott A. Snyder
Scott A. Snyder (age 59) has served as an independent director of Fulton Financial Corporation since 2016. He is Chair of the Nominating & Corporate Governance (NCG) Committee, Vice Chair of the Risk Committee, and a member of the Executive Committee. Professionally, he is Chief Digital Officer at EVERSANA (since 2021) and previously held senior digital and innovation roles at Heidrick Consulting (2018–2020) and Safeguard Scientifics (2016–2018). His qualifications emphasize information technology, digital and artificial intelligence strategy/implementation, and risk management; he also serves as a Senior Fellow at the Wharton School (since 2003) and adjunct faculty at the University of Pennsylvania School of Engineering (since 1997). Snyder is disclosed as independent under Nasdaq and SEC standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| EVERSANA | Chief Digital Officer | 2021–present | Digital/AI strategy and implementation; executive leadership and risk management experience |
| Heidrick Consulting | Global Head of Digital and Innovation | 2018–2020 | Digital transformation leadership |
| Safeguard Scientifics (NYSE: SFE) | SVP, Managing Director, and Chief Technology & Innovation Officer | 2016–2018 | Technology leadership; innovation management |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Wharton School (Management Dept.) | Senior Fellow | 2003–present | Academic affiliation |
| University of Pennsylvania (SEAS) | Adjunct Faculty | 1997–present | Academic affiliation |
| Wellhive | Advisory Board Member | 2020–present | Advisory role |
| Modus Create | Advisory Board Member | 2022–present | Advisory role |
| Fulton Bank (subsidiary) | Board Member | 2019–present | Subsidiary board |
Board Governance
- Independence: The Board determined Snyder is independent under Nasdaq and SEC rules; nine of 11 2025 director nominees are independent. Each member of the Audit, HR, and NCG Committees meets independence requirements.
- Committee assignments: NCG Chair (indicates governance leadership), Risk Committee Vice Chair, and Executive Committee member.
- Attendance and engagement: In 2024, the Board met 13 times and each director attended at least 75% of Board and applicable committee meetings; independent directors held two executive sessions without management.
- Lead Independent Director: James R. Moxley III has served as Lead Director and independent Executive Committee Chair since June 2018 (structure provides counterbalance to combined Chair/CEO).
- Evaluations: Annual Board and committee self-evaluations (with both written and oral components), periodic third‑party assessments, and action plans for enhancements are overseen by the NCG Committee.
- Risk oversight: Risk Committee oversees enterprise and cybersecurity risk; NCG oversees governance, independence, conflicts, and ESG; HR oversees compensation and human capital; Audit oversees financial reporting/internal controls.
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Annual cash retainer | $70,000 | Standard for non-employee directors (paid quarterly) |
| Committee chair retainer (NCG) | $17,500 | No cash retainer for Executive Committee chair; vice chairs not separately compensated |
| Fees earned (Snyder) | $87,500 | Sum of retainer + NCG chair fee |
| Life insurance (All Other Compensation) | $48 | Annual cost of $50,000 term policy for each non-employee director |
Performance Compensation
| Award Type | Grant Date | Shares/Units | Grant-Date Fair Value | Vesting |
|---|---|---|---|---|
| RSUs (Director Equity Plan) | June 1, 2024 | 4,751 | $80,007 | Vest in full on June 1, 2025, subject to continued service |
- Design: 2024 director equity was granted as RSUs that vest after one year and accrue dividend equivalents; the number of units used the May 31, 2024 closing price of $16.84, rounded up to the next whole share. No options or performance-conditioned metrics are disclosed for director equity.
Other Directorships & Interlocks
- Current public company boards: None disclosed for Snyder in the 2025 proxy (his “Other Directorships and Positions” list comprises academic roles, advisory boards, and the Fulton Bank subsidiary board).
- Interlocks/related party exposure: 2024 related person transactions disclosure references legal fees to Barley Snyder (linked to another director); Audit Committee reviewed and approved 2024 related person transactions in Feb 2025. No Snyder-specific related person transactions are disclosed.
Expertise & Qualifications
- Information technology, digital and artificial intelligence strategy and implementation; executive leadership and risk management across large and emerging growth companies.
- Academic affiliations (Wharton Senior Fellow; Penn Engineering Adjunct) support governance oversight on technology/digital topics.
Equity Ownership
| Measure | Amount | As-Of | Notes |
|---|---|---|---|
| Beneficially owned common shares | 6,540 | Record Date: Mar 3, 2025 | Less than 1% of shares outstanding |
| Outstanding stock awards (incl. dividend equivalents; may include deferrals per plan) | 32,696 | Dec 31, 2024 | Director equity awards outstanding |
| Director ownership guideline | $350,000 required within five calendar years of becoming a director | Policy as of Dec 31, 2024 | All directors have satisfied the guideline or are within the five-year window to achieve compliance |
Governance Assessment
- Board effectiveness and independence: Snyder is independent and leads governance as NCG Chair, with additional risk oversight as Risk Committee Vice Chair and service on the Executive Committee—positions that place him at the center of board composition, succession, independence monitoring, ESG oversight, and risk governance.
- Engagement: Board met 13 times in 2024; all directors met the 75% attendance threshold. Independent directors held two executive sessions; the Board maintains a Lead Independent Director with defined authorities.
- Alignment and incentives: Director compensation pairs cash retainers (including committee chair fee) with time-based RSUs vesting after one year; Snyder’s 2024 mix was $87,500 cash and $80,007 in equity. Stock ownership guidelines of $350,000 strengthen alignment, with the proxy noting all directors are either compliant or within their five-year window.
- Conflicts/related party risk: 2024 related-person transactions disclose a law firm relationship tied to a different director; no Snyder-specific related party transactions are disclosed. Section 16(a) reports were timely filed.
- RED FLAGS: None disclosed specific to Snyder (no attendance shortfall, no related-party transactions, no option repricing, and governance practices include clawbacks exceeding Nasdaq requirements). Continue to monitor ownership alignment versus guideline and any potential role conflicts from outside employment, although EVERSANA’s life sciences services are outside Fulton’s core banking activities.
Director Compensation (Detail)
| Name | Fees Earned or Paid in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| Scott A. Snyder | 87,500 | 80,007 | 48 | 167,555 |
- RSU mechanics: 4,751 RSUs granted June 1, 2024 at $16.84 (May 31, 2024 close), vesting June 1, 2025.
Attendance & Independence Summary
- Independence: Independent under Nasdaq and SEC standards.
- 2024 attendance: Each director attended at least 75% of Board and applicable committee meetings; the Board met 13 times in 2024.
Committee Roles
| Committee | Role |
|---|---|
| Nominating & Corporate Governance (NCG) | Chair |
| Risk | Vice Chair |
| Executive | Member |