Elena Sisti
About Elena Sisti
Elena Sisti is an independent director of Hanover Bancorp, Inc. (HNVR). She joined the Board in 2021 following Hanover’s acquisition of Savoy Bank, where she was the founder and Chairperson Emeritus; she previously spent 25 years at Citibank and holds a BA in Economics from Barnard College, Columbia University . In the 2025 proxy, Sisti is listed as age 69, with her Board term noted “2021–2025,” and her current principal occupations include Managing Partner roles at Durel Associates, AGEM LLC, and Riviera Development Corporation .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Savoy Bank | Founder; Chairperson Emeritus; Director (until acquisition by Hanover) | –2021 (Savoy acquired May 26, 2021) | Founded and led a NYC community bank; Savoy board service until acquisition |
| Citibank | Banking executive | 25 years | Large-bank operating and financial services expertise |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Durel Associates (NJ) | Managing Partner | Current | Real estate investment/management |
| AGEM LLC (NJ) | Managing Partner | Current | Real estate investment/management |
| Riviera Development Corporation (NJ) | Managing Partner | Current | Real estate investment/management |
Board Governance
- Independence: The Board is majority independent; the only non-independent director is the CEO. Sisti is independent under Nasdaq standards .
- Committee assignments: Audit Committee member; the Audit Chair is Ahron H. Haspel (audit committee financial expert) .
- Attendance: Board held 14 meetings in 2024; each director attended at least 75% of Board and committee meetings on which they served .
- Other committees: Sisti is not listed on the Compensation Committee or the Nominating & Corporate Governance Committee .
- Lead Independent Director: Robert Golden (presides over executive sessions) .
- Hedging/Pledging policy: Directors and officers are prohibited from hedging and from pledging Company securities .
| Committee | Member? | Chair? | Meetings (2024) |
|---|---|---|---|
| Audit | Yes | No (Chair: A. H. Haspel) | 6 |
| Compensation | No | – | 3 |
| Nominating & Corporate Governance | No | – | 3 |
Fixed Compensation
- Standard Board retainer for non-employee directors: $36,996 annually; Lead Independent Director receives an additional $3,750 per quarter; committee chairs receive $2,500–$14,000 per year; committee member fees also paid .
| Item | 2023 | 2024 |
|---|---|---|
| Fees earned or paid in cash (Sisti) | $42,288 | $46,663 |
Performance Compensation
- Directors participate in equity compensation plans; for 2024, Sisti received stock awards with grant-date fair value of $34,994; no option awards were granted to directors .
| Equity Component | 2023 | 2024 |
|---|---|---|
| Stock Awards (grant-date fair value) | $31,998 | $34,994 |
| Option Awards | — | — |
No performance metrics are disclosed for non-employee director equity awards; these director stock awards are not tied to operating/TSR metrics in the proxy .
Other Directorships & Interlocks
- Public company boards: Other than Ahron H. Haspel (Trustee of North European Oil Royalty Trust), no director is disclosed as serving on another public company board; no public directorship is disclosed for Sisti .
- Compensation Committee interlocks: None .
Expertise & Qualifications
- Founder and Chairperson Emeritus of Savoy Bank; 25-year Citibank career; Managing Partner at multiple real estate investment/management entities; BA in Economics from Barnard College .
- Brings community banking, small-business credit, and local market knowledge to Hanover’s board .
Equity Ownership
| Metric | Detail |
|---|---|
| Total beneficial ownership | 154,442 shares (2.07% of class) |
| Restricted stock (unvested, voting permitted) | 5,940 shares included in beneficial ownership |
| Options (exercisable/unexercisable) | None disclosed for Sisti |
| Hedging/Pledging | Prohibited by policy; no exceptions disclosed |
Shareholder Voting (Engagement Signal)
| Election (2025 Annual Meeting) | For | Withheld | Broker Non-Votes |
|---|---|---|---|
| Elena Sisti | 4,645,113 | 646,559 | 586,985 |
Related Party Transactions (Conflicts Check)
- The proxy details related-party transactions for certain directors (e.g., services by JRS Architect, P.C. for a branch renovation) but does not disclose any related-party transactions involving Sisti; the Board affirmed independence after review .
- Related-party transactions are subject to Audit Committee Chair review under the Code of Ethics, with Board approval for credit extensions as required; policy summarized in the proxy .
Governance Assessment
- Alignment: Sisti’s 2.07% beneficial stake is sizable for a non-employee director at a ~$7.2M-share company, reinforcing “skin in the game” .
- Oversight: Independence plus Audit Committee service strengthens financial reporting oversight; Haspel as Audit Chair/financial expert adds rigor .
- Engagement: She met the company’s attendance threshold (≥75%) amid 14 Board meetings in 2024; received 4.65M “For” votes in 2025 director elections, indicating solid shareholder support .
- Pay structure: Balanced cash/equity mix; 2024 director pay for Sisti totaled $81,657 (cash $46,663; stock $34,994), modest for public company boards and equity-linked for alignment .
- Conflicts: No Sisti-related party transactions disclosed; hedging/pledging prohibitions reduce alignment risk .
No red flags identified specific to Sisti in the latest proxy cycle (e.g., no low attendance, no related-party transactions, no pledging). Continue monitoring for any future related-party interactions given her external real estate roles; none are disclosed at present .