Mary Lentz
About Mary L. Lentz
Independent director of Independent Bank Corp. since 2016; age 71 as of the 2025 annual meeting. She spent 22 years as Executive Vice President and Partner at McCall & Almy (Boston commercial real estate brokerage) until 2018, then transitioned to a commercial real estate consultant role. She has 39+ years of commercial real estate experience and previously served as Chief Operating Officer at a publicly-traded REIT; her expertise spans leasing, acquisition, and disposition strategies for healthcare, corporate, and non-profit institutions .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| McCall & Almy (Boston) | Executive Vice President & Partner | 22 years; through 2018 | Led advisory in commercial real estate; healthcare/corporate/non-profit focus |
| Publicly-traded REIT (name not disclosed) | Chief Operating Officer | Prior to McCall & Almy consultant role | Senior operating executive experience in real estate |
| Commercial Real Estate Consultant | Consultant | 2018–present | Advises on leasing, acquisitions, dispositions |
External Roles
| Category | Role(s) |
|---|---|
| Public company boards | None (Company discloses no directors serve on other public boards) |
Board Governance
| Item | Detail |
|---|---|
| Independence | Independent director under Nasdaq and Company Governance Principles |
| Board/Committee attendance | All directors attended at least 75% of Board and committee meetings in 2024; all directors attended the prior annual meeting |
| Board meetings held (2024) | 14 concurrent Company/Rockland Trust board meetings |
| Committees | Audit Committee (member); Risk Committee (member) |
| Committee meetings (2024) | Audit: 4; Risk: 6 |
| Audit Committee composition | Each member independent; financial experts designated: Eileen C. Miskell (Chair), Daniel F. O’Brien; Lentz serves as a member |
| Executive sessions | Independent non-employee directors meet in executive session at each regular Board meeting; Chair presides |
| Mandatory retirement | Directors retire at age 72; those reaching 72 during a term retire upon reaching 72 (implication: Lentz is within one year of mandatory retirement) |
Fixed Compensation
| Component | 2024 Amount/Policy |
|---|---|
| Fees earned in cash (Lentz) | $83,375 |
| Annual director cash retainer (policy, 2024) | $65,000 for directors; $105,000 for Chair |
| Committee chair retainers (policy, 2024) | Audit: $17,000; Compensation: $17,000; Executive: $17,000; Nominating: $10,500; Risk: $17,000; Trust: $10,500 |
| Committee member retainers (policy, 2024) | Audit: $9,000; Compensation: $13,000; Executive: $5,000; Nominating: $6,500; Risk: $9,000; Trust: $6,500 |
| Deferred compensation elections (directors, 2024) | None elected under the Nonqualified Deferred Compensation Plan for Non-Employee Directors |
Note: Effective January 1, 2025, Chair retainer increased to $122,000; director retainer remained $65,000; Executive Committee Chair retainer removed/rolled into Chair retainer .
Performance Compensation
| Component | 2024 Grant Detail |
|---|---|
| Stock awards (Lentz) | $60,028 grant-date fair value |
| Shares granted to each non-employee director (May 2024) | 1,134 restricted shares; vested immediately upon grant under the 2018 Non-Employee Director Stock Plan |
| Option awards (Lentz, 2024) | $0; no new options granted |
Performance metrics table (directors):
| Metric Type | Applicability |
|---|---|
| TSR/Financial metrics | Not applicable to director equity; director RSAs vest immediately and are not performance-conditioned |
Other Directorships & Interlocks
| Director | Current Public Company Boards | Interlocks/Notes |
|---|---|---|
| Mary L. Lentz | None | Company discloses no directors serve on other public company boards |
Expertise & Qualifications
- Extensive commercial real estate expertise; prior REIT COO experience; advisory focus across healthcare, corporate, and non-profit institutions .
- Board-determined qualifications: mature business judgment; inquisitive/objective perspective; community familiarity; deep commercial real estate knowledge .
Equity Ownership
| Item | Detail |
|---|---|
| Beneficial ownership (12/31/2024) | 11,749 shares; less than 1% of outstanding |
| Outstanding vested stock options | 5,000 (aggregate, vested) |
| Ownership guidelines (directors) | Must hold Company stock valued at least 5× annual cash retainer; all directors currently meet guidelines |
| Hedging/pledging | Hedging prohibited; pledging/margin accounts prohibited for directors/executives without General Counsel permission |
| Section 16 compliance | Company believes all Section 16 reports were timely filed in 2024 |
Governance Assessment
- Independence and committee assignments: Lentz is independent and serves on Audit and Risk, which strengthens oversight of financial reporting and enterprise risk; Audit Committee has designated financial experts, with Lentz participating alongside them .
- Engagement and attendance: Attended ≥75% of meetings; Board held 14 meetings and conducted executive sessions each regular meeting—positive for governance rigor .
- Compensation and alignment: Director pay mix combines cash retainer with annually granted immediately vested restricted stock; Lentz’s 2024 total was $143,403 (cash $83,375; stock $60,028), with ownership guidelines requiring material personal stake; she holds 11,749 shares and 5,000 vested options, with anti-hedging/anti-pledging constraints—alignment-positive .
- Conflicts/related-party: No related-party transactions involving Lentz disclosed; Company outlines robust approval/policy framework for any director transactions and reports only a lease involving another director (Susan O’Day) as the sole Item 404 transaction since 1/1/2024 .
- RED FLAGS: Approaching mandatory retirement age (72) could trigger mid-term retirement under Company policy; succession planning for committees may be prudent . No hedging/pledging or related-party exposures disclosed for Lentz .
- Shareholder sentiment: Company’s 2024 “say on pay” support was 94.36%, indicating broad investor approval of compensation governance (contextual governance signal) .