John J. Ahn
About John J. Ahn
Independent Chairman of the Board at Hanmi Financial Corporation (HAFC) since 2014; age 60. Founder and CEO of WhiteHawk Capital Partners (direct lending, SEC-registered RIA), formerly CEO of Great American Capital Partners (2015–2020) and President of B. Riley & Co. (2004–2015). BA in Economics from Williams College. Board committee memberships: Nominating & Corporate Governance (NCG) and Risk, Compliance & Planning (RCP). Independence affirmed by the Board under Nasdaq standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| WhiteHawk Capital Partners | Founder & CEO | Current | Capital markets and direct lending expertise relevant to risk oversight and strategic planning. |
| Great American Capital Partners | CEO | 2015–2020 | Senior secured lending; informs credit risk and portfolio diversification perspectives. |
| B. Riley & Co. | President | 2004–2015 | Corporate finance, research, trading; investor relations insight and strategic planning. |
External Roles
| Organization | Role | Notes |
|---|---|---|
| WhiteHawk Capital Partners | Founder & CEO | SEC-registered RIA; middle-market direct lending. |
| (No other public company boards disclosed) | — | None disclosed in proxy. |
Board Governance
- Roles and structure: Independent Chair separate from CEO, with Vice Chair role (David L. Rosenblum) ensuring independent leadership continuity. Ahn focuses on board oversight, strategic planning, mentoring; CEO leads strategy execution.
- Independence and attendance: Board determined all directors except CEO are independent; all directors attended more than 75% of aggregate Board/committee meetings; all directors attended the 2024 annual meeting.
- Committee work: Ahn serves on NCG and RCP. Committee activity in 2024: Audit (12), CHR (7), NCG (4), RCP (8) meetings—demonstrates robust oversight cadence.
- Risk oversight: RCP conducts quarterly enterprise risk reviews across credit, liquidity, market, operational, compliance, IT/cyber, and capital; Board reviews risk assessment quarterly.
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash | $88,125 | $95,000 |
| Stock Awards (grant-date fair value) | $65,010 | $65,004 |
| Total Director Compensation | $153,135 | $160,004 |
| Component | Annual Cash Retainer ($) |
|---|---|
| Board Member | $42,500 |
| Chairman of the Board | +$40,000 |
| Vice Chairman | +$20,000 |
| Committee Membership – Audit | +$6,000 |
| Committee Membership – CHR | +$4,000 |
| Committee Membership – NCG | +$2,500 |
| Committee Membership – RCP | +$5,000 |
| Committee Chair – Audit | +$12,000 |
| Committee Chair – NCG | +$9,000 |
| Committee Chair – CHR | +$9,000 |
| Committee Chair – RCP | +$10,000 |
Performance Compensation
| Grant Type | Grant Date | Shares | Vesting | Grant-Date Price / Fair Value |
|---|---|---|---|---|
| Restricted Stock (Directors) | May 24, 2023 | 4,334 | One-year cliff | $15.00 per share; $65,000 value |
| Restricted Stock (Directors) | May 22, 2024 | 4,040 | One-year cliff | $16.09 per share; $65,004 value |
- Annual director equity grants are time-based restricted stock vesting after one year; no PSUs/options for directors disclosed.
Other Directorships & Interlocks
| Entity | Nature | Potential Interlock/Conflict |
|---|---|---|
| WhiteHawk Capital Partners | Ahn: Founder & CEO; Chung: COO & CFO; both are HAFC directors | Dual affiliations at WhiteHawk create a governance interlock; the proxy reports no related-party transactions requiring review in 2024. Monitor any lending/transactional overlaps. |
Expertise & Qualifications
- Capital markets, investment banking, and direct lending leadership (WhiteHawk, B. Riley, GACP) supporting strategy, risk, and investor engagement.
- Board competencies include risk oversight and corporate governance via NCG and RCP participation.
- Education: BA Economics, Williams College.
Equity Ownership
| Metric | Value |
|---|---|
| Total Beneficial Ownership (as of Apr 2, 2025) | 48,476 shares; <1% of outstanding |
| Restricted Shares Outstanding (Dec 31, 2024) | 4,040 shares |
| Director Ownership Guidelines | 3x annual retainer; expected within 5 years; retain 50% of net shares post-vesting for 12 months |
| Guideline Compliance (Dec 31, 2024) | Met (Ahn among directors in compliance; exceptions: Marasco 2024 join, Ball 2025 join) |
| Hedging/Pledging Policy | Directors prohibited from hedging/short sales and pledging/margin accounts in Company stock |
Governance Assessment
- Independence and leadership: Independent Chair role separated from CEO improves oversight and investor confidence; Ahn’s committee memberships (NCG/RCP) align with governance and risk priorities.
- Engagement and attendance: >75% meeting attendance and full annual meeting participation across the Board in 2024 support board effectiveness.
- Compensation alignment: Balanced cash retainer plus modest annual equity grants (time-based RS) create director/stockholder alignment without excessive risk-taking incentives; cash increased from 2023 to 2024 consistent with policy updates.
- Signals and policies: Robust risk oversight cadence (RCP quarterly ERM), cybersecurity reporting to RCP, and prohibition of hedging/pledging enhance governance quality.
- Say-on-pay context: Strong shareholder support for executive pay (95.8% in 2023; 94.6% noted for 2024 engagement) indicates constructive investor relations environment impacting overall governance tone.
- Potential RED FLAGS
- Interlock: Dual WhiteHawk affiliations (Ahn and Chung) warrant continued monitoring for conflicts or related-party exposure; proxy reports no related-party transactions requiring review in 2024.
- Officer exculpation amendment: Board seeks to add Delaware officer exculpation; while common market practice, investors may scrutinize accountability balance.
Overall: Ahn brings deep capital markets expertise and independent leadership as Chair, with solid attendance and committee engagement. Interlocks with another director at WhiteHawk should be monitored, but no related-party transactions were reported for 2024. Director compensation is modest with annual equity grants, and ownership guidelines are met, supporting alignment.