Roberto R. Reséndez

About Roberto R. Reséndez

Roberto R. Reséndez is an independent director of International Bancshares Corporation (IBOC), serving since 2015; he is 74 years old and brings over fifty years of experience in ranching and investments, with a B.S. in industrial engineering from Texas A&M University . The Board cites his leadership and experience reviewing financial statements and financial matters as qualifications for continued service .

Past Roles

External Roles

Board Governance

• Independence and tenure: Independent director; on IBOC Board since 2015 .
• Committee assignments (2024 activity and structure):
  • Audit Committee member; Audit met 6 times in 2024 .
  • Nominating Committee member; Nominating met once in 2024 .
  • Risk Committee member; met twice in 2024 (all present except Howland missed one) .
  • Asset/Liability, Investment, Balance Sheet-Management, Funds Management/Liquidity Interest Rate Risk Committee member; met twice in 2024, all members present .
• Attendance and meeting engagement: All directors attended at least 75% of aggregate Board and committee meetings in 2024; all directors attended the 2024 annual shareholder meeting except Sanchez (implying Reséndez attended) .
• Board leadership context (environmental signal): CEO/Chair roles are combined and there is no designated lead independent director; six of eight directors are independent .

Fixed Compensation

Director pay is meeting-based with no equity; non-employee directors receive $1,000 per Board meeting and $400 per committee meeting; some also receive subsidiary bank Board/advisory fees ($700–$1,000 per meeting; $400 per committee; plus $2,000–$7,500 year-end); no stock options/equity to non-employee directors .

Notes: “All Other” includes subsidiary bank board/advisory fees and small perquisites, none exceeding the $10,000 per-director perquisite disclosure threshold at the parent company .

Performance Compensation

• Non-employee directors receive no equity-based awards, stock options, or other non-equity incentive plan compensation .

Other Directorships & Interlocks

• Other public company boards: None disclosed for Reséndez in the IBOC proxy biographies .
• Interlocks: None disclosed; Compensation Committee interlocks specifically state no insider participation; transactions with directors limited to ordinary-course banking relationships on market terms .

Expertise & Qualifications

• Education: B.S., Industrial Engineering, Texas A&M University .
• Skills: Board skills matrix indicates he is independent and has experience in financial services/related industry, reviewing financial statements, leadership/team-building, civic/community involvement, and stock ownership in the company .

Equity Ownership

• Beneficial ownership: 62,636 shares (<1% of outstanding) .
• Ownership breakdown (as disclosed): 9,000 shares jointly with wife; 14,943 shares in wife’s name; 8,552 shares jointly with sister (remainder directly) .
• Pledging/hedging: No pledging disclosed for Reséndez; company policy prohibits directors from hedging company equity .
• Director stock ownership guidelines: Company does not have formal stock ownership guidelines for directors .

Governance Assessment

• Positives:

  • Independent director with ~10 years of board service, consistent attendance, and active participation on Audit, Nominating, Risk, and Asset/Liability committees—indicative of engagement and breadth across financial reporting, nominations, risk, and balance sheet oversight .
  • Meaningful personal share ownership (62,636 shares), with no pledged shares disclosed—alignment positive vs. many bank peers that do not require director equity .
  • No related-party red flags specific to Reséndez; any director/officer loans are ordinary-course, on market terms, and reviewed per policy .

• Watch-fors and structural gaps (board environment):

  • No formal director stock ownership guidelines—reduces formalized ownership alignment targets, though Reséndez personally holds shares .
  • Board has combined CEO/Chair and no Lead Independent Director—can be a governance overhang for some investors despite majority independence .
  • Director compensation is entirely cash/meeting fee-based with no equity component—limits automatic equity alignment for the Board as a whole (policy choice by IBOC) .

• Compliance and filings:

  • Company reported no Section 16(a) reporting delinquencies for 2024, implying on-time insider filings for directors (includes Reséndez) .

Overall, Roberto R. Reséndez appears to be an independent, consistently engaged director with multi-committee responsibilities and personal share ownership, with no disclosed conflicts or pledging. The main governance cautions are structural at the board level (combined Chair/CEO, no Lead Independent Director) and the absence of formal director ownership guidelines or equity-based director pay, rather than issues specific to Reséndez .