Christopher Petermann
About Christopher Petermann
Independent director (age 66) at Kearny Financial Corp. since 2015; Certified Public Accountant and Co‑Managing Partner at PKF O’Connor Davies, LLP with 30+ years focused on exempt organizations, private foundations, closely held businesses and financial services. He is designated an SEC “audit committee financial expert,” and the Board has affirmatively determined he is independent; he serves on four key committees, including chairing Corporate Responsibility .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PKF O’Connor Davies, LLP | Co‑Managing Partner; Executive Committee member; Co‑Partner‑in‑Charge, Private Foundation & Philanthropic Services | Not disclosed | Deep accounting, tax, internal control and governance expertise supporting audit/risk oversight . |
| Kearny Financial Corp. | Director | 2015–present | See committee work below; designated audit committee financial expert . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| American Capital Management, Inc. | Director | Appointed 2022 | Not a public company board (Company states no directors currently serve on other public company boards) . |
| NJ Symphony Orchestra | Involvement (community board/committee roles) | Not disclosed | Part of multiple professional/community roles; details not itemized in proxy . |
| Professional Societies (AICPA, NJCPA, NYSSCPA) | Member | Ongoing | Professional affiliations supporting financial expertise . |
Board Governance
- Independence: Board determined Petermann is independent under Nasdaq standards .
- Attendance: In FY2025, no director attended fewer than 75% of Board/committee meetings; the Board held 18 meetings; there were two executive sessions . Company also states all directors attended >75% of eligible meetings .
- Board leadership: Independent Chair (John J. Mazur, Jr.); CEO and Chair roles are separated .
Committee Assignments and Engagement
| Committee | Role | FY2025 Meetings | Notes |
|---|---|---|---|
| Corporate Responsibility | Chair | 2 | Primary oversight of corporate responsibility strategy, disclosures and risk . |
| Audit & Compliance | Member; Audit Committee Financial Expert | 17 | Oversees financial reporting, internal controls, compliance; appoints/oversees external auditor . |
| Compensation | Member | 8 | Reviews/approves Director/NEO pay, goals, and plan design . |
| Nominating & Corporate Governance | Member | 4 | Director nominations, governance policies, independence reviews . |
Fixed Compensation (Director)
| Component | FY2025 Amount | Source/Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $117,050 | Petermann FY2025 director fees . |
| All Other Compensation (health/LTC premiums) | $13,008 | Health and long‑term care premiums; no director life insurance imputed income for Petermann . |
| Stock Awards | $0 | No director stock awards in FY2025 . |
| Option Awards | $0 | No new option awards in FY2025 . |
| Total | $130,058 | Sum of components . |
Director fee structure (for context):
- Quarterly retainers: $15,700 (Bank board) and $11,000 (Company board); Chair receives $17,200 (Bank) and $11,800 (Company) .
- Committee retainers: Audit members $1,562.50 quarterly; Audit Chair $2,500 quarterly. Compensation members $1,000 quarterly; Compensation Chair $1,500 quarterly. No fees for other committees .
| Retainer Structure | Annualized Equivalent | Notes |
|---|---|---|
| Bank Board retainer | $62,800 | $15,700 per quarter . |
| Company Board retainer | $44,000 | $11,000 per quarter . |
| Audit Committee member | $6,250 | $1,562.50 per quarter . |
| Compensation Committee member | $4,000 | $1,000 per quarter . |
Petermann’s $117,050 cash fees align exactly with base board retainers ($106,800) plus Audit member ($6,250) and Compensation member ($4,000) .
Performance Compensation (Director)
| Item | FY2025 Detail |
|---|---|
| Annual performance cash/bonus | None for directors (only cash retainers and committee fees disclosed) . |
| Equity grants to directors in FY2025 | None (no stock awards/options granted to directors) . |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company boards | None among directors (Company states no directors currently serve on other public company boards) . |
| Potential interlocks | None disclosed; no related‑party transactions >$120k since prior fiscal year (other than ordinary‑course insider loans on market terms approved by the Board) . |
Expertise & Qualifications
- CPA with extensive financial reporting, accounting, tax, and internal control experience; designated SEC audit committee financial expert .
- Brings governance and risk oversight proficiency to Audit, Compensation, Nominating/Governance, and Corporate Responsibility work .
Equity Ownership
| Item | Detail |
|---|---|
| Total beneficial ownership | 156,339 shares (includes options to acquire 100,000 shares; includes 200 shares held by child) . |
| % of shares outstanding | <1% (explicitly noted as less than 1%) . |
| Options | 100,000 vested stock options as of June 30, 2025 (legacy grants) . |
| Pledged shares | None disclosed for Petermann; only 8,748 shares pledged by CEO Craig L. Montanaro . |
| Anti‑hedging/pledging | Directors prohibited from hedging/pledging except limited exceptions; current pledges only by CEO as disclosed . |
| Stock ownership guidelines | Directors must hold stock equal to 3x annual cash retainer; compliance affirmed for Directors . |
SAY‑ON‑PAY & Shareholder Feedback (Committee Signal)
- Say‑on‑pay approval: 95.65% in October 2024, marking >95% support for six consecutive years; Petermann serves on the Compensation Committee that oversees the program .
Compensation Committee Practices (Governance Quality)
- Independent Compensation Committee (Aanensen, Chair; Petermann; Wong‑Zaza) .
- Independent consultant (Pearl Meyer) engaged; Committee determined no consultant conflicts of interest .
- Pay practices include stock ownership guidelines, clawback policy compliant with Nasdaq/SEC, anti‑hedging/pledging, no single‑trigger CIC severance, no option repricing without shareholder approval .
Board‑Level Risk, Independence, and Attendance
| Metric | FY2025 |
|---|---|
| Board meetings held | 18 . |
| Executive sessions | 2 . |
| Attendance | No director attended fewer than 75% of Board/committee meetings; Company states all directors >75% . |
| Independence | Board classified Petermann as independent under Nasdaq rules . |
| Chair/CEO structure | Separate; independent Chair (John J. Mazur, Jr.) . |
Related‑Party Transactions (Conflict Check)
- No transactions >$120,000 involving directors/executives or family members since the beginning of the last fiscal year (other than ordinary‑course insider loans on market terms, pre‑approved by the Board and monitored monthly) .
- External auditor: Crowe LLP (no ties to Petermann’s firm indicated) .
Governance Assessment
- Positives: Independent director; audit committee financial expert; high engagement across four committees including Audit & Compliance and Compensation; strong attendance record; independent chair structure; robust anti‑hedging/pledging and clawback policies; no public‑company interlocks; no related‑party transactions disclosed .
- Alignment: Holds 156,339 shares including 100,000 vested options; complies with director stock ownership guidelines (3x cash retainer); no pledging disclosed for Petermann .
- Watch items: Maintain monitoring for any future related‑party engagements involving PKF O’Connor Davies (none disclosed); ensure continued avoidance of hedging/pledging; observe compensation committee’s pay‑for‑performance rigor despite historically strong say‑on‑pay support .