George F. Thomas
About George F. Thomas
George F. Thomas (age 77 as of Oct 29, 2025) is an independent director of Coffee Holding Co., Inc. (JVA), serving since February 2016. He brings over 38 years of domestic and international corporate experience in electronic payments and financial technology, including senior leadership roles at The Clearing House Payments Company. He is Principal at Radix Consulting Corporation (since 2007). The Board has determined he is “independent” under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The Clearing House Payments Company L.L.C. | Executive Vice President, Payments Services Division; President, Electronic Payments Network; SVP, Business Development & IT; VP, Technical Services & Systems Development | 1981–2007 | Led electronic payment systems operations and development; deep payments infrastructure expertise |
| eGistics, Inc. (acquired by Top Image Systems in 2014) | Director | Since 2007 | Cloud-based document/data management; governance experience in fintech-adjacent services |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Radix Consulting Corporation | Principal | Since Feb 2007 | Consulting in electronic payments; ongoing role |
| eGistics, Inc. | Director | Since 2007 | Acquired by Top Image Systems in 2014 |
Board Governance
| Attribute | Detail |
|---|---|
| Board status | Independent director; Board has 7 directors, 4 independent (including Thomas) |
| Committee assignments | Audit Committee (member); Compensation Committee (member); Nominating & Corporate Governance Committee (member) |
| Committee chairs | Audit: Barry Knepper (Chair); Compensation: John Rotelli (Chair); Nominating & Corporate Governance: Gerard DeCapua (Chair) |
| Lead Independent Director | None; CEO Andrew Gordon also serves as Chair of the Board |
| Board/committee meetings (FY2024) | Board: 1 meeting; Audit: 4 meetings (+2 written consents); Compensation: 1 meeting (+1 consent); Nominating & Corporate Governance: 1 meeting (+1 consent) |
| Attendance | Each director serving during FY2024 attended at least 75% of Board and committee meetings (per company disclosure); all directors attended the 2024 Annual Meeting |
| Election cycle | Classified board; Thomas’ term expiring at the 2025 Annual Meeting; re-nominated for term through 2028 |
Fixed Compensation
| Component | FY2023 | FY2024 | Notes |
|---|---|---|---|
| Meeting fee (in-person) | $800 per Board or committee meeting | $800 per Board or committee meeting | Policy unchanged |
| Meeting fee (telephonic) | $400 per Board or committee meeting | $400 per Board or committee meeting | Policy unchanged |
| Total cash paid to Thomas | $3,600 | $3,200 | Based on meetings attended |
Performance Compensation
| Component | FY2023 | FY2024 | Notes |
|---|---|---|---|
| Equity awards (value) | $0 | $0 | No equity granted to non-employee directors in FY2023 or FY2024; the 2013 plan no longer allows new grants after Feb 2023 |
Other Directorships & Interlocks
- No current public company directorships disclosed for Thomas. His disclosed external director role (eGistics) is cited with its 2014 acquisition by Top Image Systems, indicating no current public board interlocks. No related-party interlocks identified tied to Thomas in the proxy .
Expertise & Qualifications
- Electronic payments infrastructure and fintech operations leadership (TCH Payments Company; Electronic Payments Network) .
- Consulting expertise in electronic payments (Radix Consulting) .
- Governance experience in technology/document management (eGistics) .
Equity Ownership
| As of | Direct shares | Options (exercisable) | Spousal/indirect | Total beneficial ownership | % of shares outstanding | Shares outstanding |
|---|---|---|---|---|---|---|
| Oct 17, 2025 | 3,000 | 3,000 (currently exercisable) | 600 (spouse) | 6,600 | “*” as presented in proxy table | 5,708,599 |
Note: The proxy presents an asterisk in the percent-of-outstanding column for Thomas; the filing does not separately quantify the percentage in text .
Say-on-Pay & Shareholder Feedback (context)
| Meeting date | Proposal | For | Against | Abstain |
|---|---|---|---|---|
| Oct 31, 2024 | Advisory vote on executive compensation | 2,767,507 | 14,853 | 5,470 |
- The high level of support for say-on-pay in 2024 indicates broadly favorable shareholder sentiment toward executive compensation at that time .
Related-Party Transactions (Conflict scan)
- The proxy discloses related-party dealings tied to the Generations Coffee Company, LLC (Caruso’s Coffee Company) JV arrangements; no transactions are disclosed involving Thomas personally .
Governance Assessment
-
Strengths:
- Independent director serving on all three standing committees, supporting oversight breadth (Audit, Compensation, Nominating & Corporate Governance) .
- Attendance: Company reports every director met at least the 75% attendance threshold; Thomas’ committees were active (Audit held 4 meetings in FY2024) .
- Relevant financial technology and payments infrastructure expertise enhances risk oversight on Audit and strategic insight for the Board .
-
Watch items / potential risks:
- No Lead Independent Director while CEO is also Board Chair, which can weaken independent counterbalance; mitigated in part by fully independent committees .
- Board held only one full meeting in FY2024; heavy reliance on committees may place additional workload on committee members, including Thomas .
- Director pay structure is low and meeting-fee-only (no annual equity retainer), which may limit equity alignment at the board level; Thomas received $3,200 (FY2024) with no equity awards .
-
Not observed for Thomas:
- No disclosed related-party transactions tied to Thomas .
- No disclosure of share pledging or hedging by Thomas in the proxy materials reviewed .
Overall signal: Thomas’ independence, broad committee participation, and payments expertise are positives for board effectiveness. The absence of a Lead Independent Director and limited full Board meeting frequency are structural considerations investors should monitor, along with modest director equity alignment given a meeting-fee-only structure .