Robert C. Field
About Robert C. Field
Independent director since July 24, 2024; age 63. Partner at the Welden-Field group of companies since 1997 with 35+ years across real estate development, mortgage banking, property management, alternative investments, and formerly banking; former Certified Public Accountant who began his career at Arthur Andersen & Company. Current governance-related external roles include Chair of The General Retirement System for Employees of Jefferson County and advisory board member at Boyd Watterson (mission-critical properties leased to agencies). The Board classifies him as independent under Nasdaq rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Welden-Field group of companies | Partner; focus on multifamily investment, mortgage banking, alternative assets, administration | Since 1997 | Operational experience in real estate and banking adds credit, collateral, and asset-liability perspective to board deliberations |
| Arthur Andersen & Company | Auditor (former CPA) | Early career | Financial reporting and internal controls background supports audit oversight |
External Roles
| Organization | Role | Type | Notes |
|---|---|---|---|
| The General Retirement System for Employees of Jefferson County | Chairman | Public pension fund | Governance leadership; fiduciary oversight |
| Boyd Watterson | Advisory Board Member | Asset manager | Focus on mission-critical properties leased to agencies |
Board Governance
- Committee assignments: Audit Committee member (chair: Marlene M. McCain); Executive Committee member (chair: James F. House). The Audit Committee met 11 times in 2024; the Executive Committee met 4 times.
- Independence: Board determined all nominees other than the CEO (Mr. House) are independent, including Mr. Field.
- Attendance/engagement: In 2024 the Board held 10 regular meetings and 1 special meeting; all incumbent directors attended at least 75% of aggregate Board and committee meetings for which they served. Executive sessions of independent directors are held at least twice per year.
- Leadership structure: Chair/CEO roles combined in Jan 2025; a Lead Independent Director (Robert Stephen Briggs) was designated under a Lead Director Charter to strengthen independent oversight.
Committee Detail
| Committee | Role | Chair? | 2024 Meetings Held |
|---|---|---|---|
| Audit Committee | Member | No | 11 |
| Executive Committee | Member | No | 4 |
Fixed Compensation
| Component | 2024 Amount (USD) |
|---|---|
| Fees Earned or Paid in Cash | $12,159 |
| Stock Awards | — (none reported for 2024) |
| Option Awards | — |
| Nonqualified Deferred Compensation | — |
| All Other Compensation | — |
| Total | $12,159 |
Director compensation framework:
- Annual cash retainer for non-employee directors: $24,000; Lead Independent Director additional $10,000; committee chair retainers: $7,500 (Audit) and $5,000 for other listed committees. Equalization stipend used to align pay among directors.
Performance Compensation
- Equity grants for directors: Company granted restricted stock to directors on Feb 9, 2024 (12,200 shares total), vesting fully at first anniversary; Mr. Field did not receive a 2024 grant (joined later in 2024).
- As of March 12, 2025, Mr. Field holds 1,500 unvested restricted shares with voting rights (implies a 2025 director award).
| Date/As-of | Restricted Stock Outstanding (Unvested) | Notes |
|---|---|---|
| Dec 31, 2024 | 0 (none listed for Mr. Field among directors with unvested shares) | 2024 director grant covered pre-existing directors; Field joined July 2024 |
| Mar 12, 2025 | 1,500 | Unvested RS with voting rights |
Other Directorships & Interlocks
| Company/Institution | Role | Public Company? | Interlocks/Notes |
|---|---|---|---|
| The General Retirement System for Employees of Jefferson County | Chairman | No (public pension fund) | Governance oversight; no related-party dealings with FUSB disclosed |
| Boyd Watterson | Advisory Board Member | No | Asset manager advisory role; no FUSB-related transactions disclosed |
No other public-company directorships are disclosed for Mr. Field in the proxy biography.
Expertise & Qualifications
- Financial and operational credentials: former CPA; Arthur Andersen background; practical banking and real estate experience.
- Sector experience: real estate development, mortgage banking, property management, alternative investments; formerly banking.
- Board skill contribution: operational and credit/asset valuation perspective valuable for Audit and Executive Committee work.
Equity Ownership
| Metric | Value |
|---|---|
| Total Beneficial Shares | 1,900 (includes unvested RS voting rights) |
| Ownership % of Shares Outstanding | <1% (company: 5,752,262 shares outstanding) |
| Unvested Restricted Shares | 1,500 (voting rights) |
| Options (Exercisable / Unexercisable) | 0 / 0 (no options reported for Mr. Field) |
| Shares Pledged as Collateral | 0 (pledging/hedging prohibited; none currently engage) |
| Director Stock Ownership Guideline | ≥400 shares; all non-employee directors in compliance during 2024 |
Governance Assessment
- Independence and committee fit: Independent status with Audit Committee membership aligns with his finance and controls background; Executive Committee service signals Board confidence in his judgment.
- Engagement: Board and committees were active in 2024; policy requires executive sessions; incumbents met attendance thresholds—positive indicator for board effectiveness.
- Ownership alignment: Holds 1,900 shares with 1,500 unvested RS; complies with director ownership guidelines; pledging/hedging prohibited and not practiced—supports alignment.
- Compensation structure: Cash retainer and time-based RSUs (no options granted to directors in 2024) is standard for regional banks; absence of performance-conditioned equity for directors is typical, not a red flag.
- Potential conflicts/related party exposure: No related-party transactions disclosed involving Mr. Field; monitor for any future transactions tied to Welden-Field or advisory relationships (Boyd Watterson) given real estate activities.
- Board leadership risk mitigants: Although Chair/CEO roles are combined, a Lead Independent Director was appointed with an explicit charter—offsets concentration of power and supports investor confidence.
- Shareholder sentiment: 2024 say-on-pay approval at ~86% indicates generally supportive governance environment; no direct issue for director compensation.
RED FLAGS: None specifically disclosed for Mr. Field (no related-party transactions, no pledging/hedging, independence affirmed). Continue monitoring for any real estate leases or financial dealings with entities affiliated with Welden-Field or Boyd Watterson.