Terance Beia
About Terance L. Beia
Terance L. Beia (age 65) has served on Independent Bank Corporation’s board since April 2018 following the acquisition of Traverse City State Bank, where he was a director for 17 years. He is active in oil and gas exploration and owns/manages commercial and residential real estate holdings in the Traverse City area; his current IBCP board term expires in 2026. The board classifies him as an independent director under NASDAQ rules, and he attended at least 75% of board and committee meetings; all directors attended the 2024 annual meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Traverse City State Bank (TCSB) | Director | 17 years | Community banking experience and long-term board service cited as valuable to IBCP |
| Oil & gas ventures (Traverse City area) | Operator/Investor | Not disclosed | Business experience in region; adds perspective to IBCP board |
| Real estate holdings (Traverse City area) | Owner/Manager | Not disclosed | Commercial and residential real estate management |
External Roles
- No other public company directorships disclosed for Beia in IBCP’s 2024–2025 proxy statements .
Board Governance
- Committees: Member, Nominating & Corporate Governance Committee (2025: Boer—Chair, Beia, Archer, Budden; 2024: Boer—Chair, Beia, Gulis) .
- Independence: Determined independent (NASDAQ 5605(a)(2)) in 2024 and 2025 .
- Attendance: Board held seven meetings in 2024; each director attended ≥75% of aggregate board/committee meetings; all directors attended the 2024 annual meeting .
- Leadership structure: Separate Chair (Stephen L. Gulis, Jr.) and CEO (William B. Kessel); Lead Independent Director: William J. Boer. Board regularly meets in executive session without management and may meet without non-independent directors .
- Risk oversight: Board as a whole oversees risk; committees cover audit, compensation, and nominating/governance; regular reports from the Chief Risk Officer and auditors to the board .
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Annual Non-Employee Director Retainer (program-level) | $63,750 | $68,000 |
| Committee Chair Fees (program-level) | Audit: $35,000; Compensation: $9,500; Nominating & Governance: $6,000 | Audit: $10,400; Compensation: $6,250; Nominating & Governance: $6,250; Board Chair: $36,500 |
| Meeting Fees | None (no per-meeting fees) | None (no per-meeting fees) |
| Beia—Cash Paid | $63,750 | $67,250 |
| Beia—Stock Paid | $0 | $0 |
| Beia—Total Fees | $63,750 | $67,250 |
| Director Ownership Guideline | Expected to own ≥$300,000 market value of IBCP stock within 5 years of joining board | Same guideline; 50% of retainer paid in stock until guideline met; thereafter director may choose cash or stock |
Notes:
- Program design pays half of retainer in cash and half in stock until stock ownership guidelines are met; once met, directors may elect cash or stock under the Deferred Compensation and Stock Purchase Plan .
Performance Compensation
| Director Performance-Linked Pay Elements | 2023 | 2024 |
|---|---|---|
| Stock options granted to directors | None | None approved/granted to date in 2024 |
| Director equity awards (RSUs/PSUs) | Not disclosed for directors; program permits options but none granted | Not disclosed for directors; options not granted to date |
| Performance metrics tied to director pay | None (director pay is fixed retainer; no meeting fees) |
Other Directorships & Interlocks
| Organization | Role | Tenure | Interlock/Notes |
|---|---|---|---|
| Traverse City State Bank | Director (prior) | 17 years | Legacy community bank; Beia joined IBCP board at time of acquisition |
No current public company board interlocks or shared directorships disclosed for Beia .
Expertise & Qualifications
- Community banking board experience (TCSB, 17 years) .
- Regional business operator/investor in oil & gas and real estate (Traverse City), adding local market and asset exposure perspectives .
- Independent director classification and service on the Nominating & Corporate Governance Committee .
Equity Ownership
| Metric | As of Feb 23, 2024 | As of Feb 21, 2025 |
|---|---|---|
| Beneficial Ownership (shares) | 38,120 | 38,180 |
| Percent of Outstanding | 0.18% | 0.18% |
| Beneficial Including Certain Deferred Shares | 38,120 (same as beneficial) | 38,180 (same as beneficial) |
| Section 16(a) Filings | No late filings noted for Beia in 2023 or 2024 disclosures | |
| Anti-Pledging/Hedging Policy | Directors prohibited from pledging or hedging IBCP securities |
Governance Assessment
- Independence and attendance: Beia is independent and met attendance expectations, supporting board effectiveness and investor confidence .
- Committee engagement: Active on Nominating & Corporate Governance in consecutive years; not a committee chair, indicating governance participation without concentration of authority .
- Ownership alignment: Holds ~0.18% of shares; director ownership guidelines require ≥$300,000 market value within five years; his fees in 2023–2024 were paid entirely in cash, suggesting he may have flexibility under the Purchase Plan (actual guideline compliance status not disclosed) .
- Pay structure: Fixed retainers with no meeting fees; no director options granted; compensation governance uses a Deferred Compensation and Stock Purchase Plan and anti-pledging/hedging policy—favorable alignment and risk controls .
- Potential conflicts/related party exposure: Beia’s oil & gas and real estate activities are disclosed; no related-party transactions specific to him were reported. Loans to directors/executives/associates occurred on market terms with normal risk (total $3.94mm at 12/31/2024; $7.37mm at 12/31/2023), and no unfavorable features were indicated—reduces conflict risk .
- Shareholder signals: High say-on-pay support (≈96.1%) indicates broad investor confidence in compensation governance frameworks (executive-focused but reflects overall governance stance) .
RED FLAGS: None disclosed for Beia on attendance, Section 16 compliance, related-party transactions, or director pay anomalies in 2023–2024 .