Kristen Heck
GLACIER BANCORPAbout Kristen L. Heck
Kristen L. Heck is an independent director of Glacier Bancorp, Inc. (GBCI) since 2021; she is age 56 as of February 25, 2025, and serves on all four standing board committees (Audit; Compensation & Human Capital; Nominating/Corporate Governance; Risk Oversight) without chair roles . She is owner/CEO of Alternative Staffing Corporation (d/b/a LC Staffing Service) and founder/owner of Loyal Care LP, bringing 30+ years in talent acquisition and 12+ years leading and growing businesses, plus 16 years as a bank director with expertise in human capital, risk assessment and financial reporting .
Past Roles
| Organization | Role | Tenure/Notes | Committees/Impact |
|---|---|---|---|
| Alternative Staffing Corporation (LC Staffing Service) | Owner and Chief Executive Officer | Certified Woman Owned Small Business; Certified Disadvantaged Business Enterprise | Human capital leadership and business operations experience |
| Loyal Care LP | Founder and Owner | Independent in-home care assistance service | Entrepreneurial leadership; operations oversight |
External Roles
| Organization | Role | Public/Private/Non-profit | Notes |
|---|---|---|---|
| Timber Products Manufacturers Association (in association with TPM MEWA Trust) | Director | Association/Trust | Board service disclosed in biography |
| Industrial Staffing Captive | Director | Private/Captive | Director role disclosed |
| Stillwater Christian School | Director | Non-profit | Director role disclosed |
| Glacier Bank (division of Glacier Bank) | Director | Bank division | Director of bank division; also source of divisional director fees |
Board Governance
- Independence: Board determined Ms. Heck is independent under NYSE/SEC standards .
- Committees: Audit (A), Compensation & Human Capital (CP), Nominating/Governance (N/G), and Risk Oversight (RO); no chair roles .
- Committee operations: All independent directors were members of all four committees throughout 2024; Audit held 10 meetings; Compensation & Human Capital held 8 meetings .
- Attendance: Board held 12 meetings in 2024 (2 special); each director attended at least 75% of board and committee meetings; nine of ten directors attended the 2024 annual meeting .
- Board leadership: Chair and CEO roles separated; Chair is a non-employee director .
Committee Memberships (current per 2025 proxy)
| Committee | Member/Chair | Notes |
|---|---|---|
| Audit | Member | Committee independence confirmed; oversight of financial reporting; reviews related person transactions . |
| Compensation & Human Capital | Member | All members independent; 8 meetings in 2024; authority to retain independent advisors . |
| Nominating/Corporate Governance | Member | Oversees board composition and annual evaluations . |
| Risk Oversight | Member | Board-level risk oversight (charter referenced in governance documents) . |
Fixed Compensation (Director)
| Year | Cash Retainer ($) | Committee/Chair Fees ($) | All Other Comp ($) | Description | Total ($) |
|---|---|---|---|---|---|
| 2024 | 70,000 | — (not a committee chair) | 20,900 (fees for service as director of Glacier Bank (MT) division) | Annual director retainer is $70,000; Board Chair receives +$60,000; committee chairs receive +$12,500 (policy) | 150,922 |
Notes: Director fees consist of annual retainer; Glacier does not pay additional board fees to employee directors; Ms. Heck is not Board Chair or a committee chair .
Performance Compensation (Director Equity)
| Grant Type | Grant Date | Grant-Date Fair Value ($) | Grant Price/Share | Vesting | Performance Conditions |
|---|---|---|---|---|---|
| Stock award (under 2015 Stock Incentive Plan) | Feb 15, 2024 | 60,022 | $38.50 per share (closing price on grant date) | Fully vested at grant | None – director equity for 2024 was time-based and fully vested; not performance-conditioned |
Policy/Plan context: Equity awards for directors were made under the 2015 plan; the 2025 Stock Incentive Plan proposes a $500,000 annual per-director cap and prohibits option/SAR repricing without shareholder approval . The company generally grants equity on February 15 each year and avoids timing around MNPI; no backdating .
Other Directorships & Interlocks
- Public company directorships (past 5 years): The nominee biographies disclose public company directorships; none are disclosed for Ms. Heck in her biography .
- Internal interlocks: Director of Glacier Bank division; “All Other Compensation” includes divisional director fees (see Fixed Compensation) .
Expertise & Qualifications
- Skills matrix indicates Ms. Heck contributes the following: Banking Industry; Audit/Accounting/Finance; Business Operations; Risk Management; Executive Leadership; Human Capital/Diversity .
- Background highlights: 30+ years in staffing/human capital; 12+ years leading businesses; 16 years as a bank director .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | As-Of Date | Notes/Policies |
|---|---|---|---|---|
| Kristen L. Heck (Director) | 9,772 | <1% | Feb 26, 2025 | Director ownership guideline: 5× annual cash retainer within 5 years; all directors have met or are on track . Anti-hedging and anti-pledging policies prohibit hedging and pledging by directors . |
Related-Party/Conflict Review
- Policy: Related person transactions must be approved by the Audit Committee (or independent directors), and only on arm’s-length terms .
- Banking relationships: Certain directors/executives (and associates) were customers of bank divisions in 2024; transactions (e.g., loans) were on substantially the same terms as for unrelated parties and did not involve more than normal risk, per management; Audit Committee also reviews related person transactions .
- Director independence and loans are considered in annual independence determinations .
Say-on-Pay & Shareholder Feedback (Context)
- 2024 Say-on-Pay approval: 97.4% of votes cast supported NEO compensation, indicating strong investor support for pay practices and governance framework .
- Governance documents available (charters, codes, policies) and board commitment to independent leadership (separate Chair/CEO) .
Governance Assessment
- Strengths: Independent director serving on all four committees; broad skill coverage including audit/finance and human capital; board met regularly and directors met attendance thresholds; strong shareholder support for compensation practices; robust ownership alignment via 5× retainer guideline and anti-hedging/pledging policies .
- Alignment/Compensation Mix: Director pay mix balanced between cash ($70,000) and equity ($60,022), with additional divisional bank director fees ($20,900); equity is fully vested at grant (typical for director independence and alignment, though not performance-conditioned) .
- Conflicts/Related-Party Exposure: Company discloses ordinary-course banking relationships with certain directors/executives; governed by a formal policy and Audit Committee oversight; no unfavorable features disclosed. Continue monitoring for any director-specific related person transactions in future filings .
RED FLAGS: None identified specific to Ms. Heck in the 2025 proxy; no hedging/pledging permitted; no indication of low attendance, option repricing, or director-specific related-party transactions beyond ordinary-course banking at market terms .