Patrick Alexander
About Patrick Alexander
Patrick L. Alexander, age 72, is Chairman of Landmark Bancorp, Inc. and Landmark National Bank; he has served on the LARK board since 1990 and was Executive Chairman (2014–2018) after previously serving as President and CEO (2001–2014, President through May 2013) . He is deemed independent under Nasdaq rules (all directors except the current and former CEOs are independent) and serves on the Audit and Compensation Committees; he chaired the Nominating & Governance Committee in 2024 . His background includes decades of banking leadership across multiple institutions, providing deep financial services and governance expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Landmark Bancorp, Inc. | Chairman | Jan 2019–present | Board leadership; independent Chair structure supports CEO focus on operations |
| Landmark Bancorp, Inc. | Executive Chairman | Jan 2014–Dec 2018 | Oversight during leadership transition |
| Landmark Bancorp, Inc. & Landmark National Bank | President & CEO | Oct 2001–Jan 2014 (President through May 2013) | Led strategic and operational execution |
| Landmark National Bank | Chairman; Director | Chairman since May 2013; Director ongoing | Oversight of subsidiary |
| Manhattan Federal S&L (predecessor to Security National Bank) | President & CEO | 1990 | Turnaround/leadership in thrift/bank operations |
| MNB Bancshares | President & CEO | 1992 | Holding company leadership |
| Security National Bank | President & CEO | 1993 | Bank leadership |
| Kansas State Bank of Manhattan | President | 1986–1990 | Local banking leadership |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Landmark National Bank | Director (and Chairman) | Current | Subsidiary board role |
| Other public company boards (past 5 years) | None disclosed | N/A | Proxy states no director served on another public corporation in past five years unless noted; none noted for Alexander |
Board Governance
- Committee memberships: Audit Committee member; Compensation Committee member; previously Nominating & Governance Committee Chair in 2024; not listed as current N&G member for 2025 .
- Independence: Board affirmatively determined Alexander is independent under Nasdaq, with only the current CEO and the retired CEO deemed non-independent .
- Attendance: Directors attended at least 75% of aggregate Board and committee meetings in 2024; all directors attended last year’s annual meeting .
- Leadership structure: Independent Chairman separate from CEO; lead independent director (Wayne Sloan) organizes executive sessions; independent directors met once in 2024 .
- Audit Committee report signatory, indicating active oversight engagement .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Quarterly Chairman retainer | $10,000 per quarter | Chairman-specific retainer |
| Meeting fees (non-telephonic) | $4,000 per meeting; $2,000 for May and December | Paid per meeting attended |
| Cash fees earned | $66,300 | As reported in director compensation table |
| Total director compensation | $76,305 | Includes equity awards; see next section |
Performance Compensation
| Equity Award | Shares | Grant-Date Fair Value | Vesting | Performance Metrics |
|---|---|---|---|---|
| Restricted Stock (annual director grant) | 523 | $10,005 | 100% vests May 21, 2025 | None disclosed for directors; time-based vesting only |
No options or PSUs are disclosed for non-employee directors in 2024; equity compensation is time-based, not tied to performance metrics .
Other Directorships & Interlocks
| Company | Role | Relationship/Interlock | Public/Private |
|---|---|---|---|
| Landmark National Bank | Director; Chairman | Subsidiary of LARK; governance interlock via parent-subsidiary boards | Private (subsidiary) |
| Other public boards | None | No other public-company directorships disclosed in past five years | — |
Expertise & Qualifications
- Extensive financial services leadership at multiple banks and holding companies; long-term familiarity with LARK’s operations and markets .
- Governance experience as Chairman and committee member across Audit, Compensation, and Nominating & Governance; Audit Committee report signatory .
- Board finds his banking expertise and intimate familiarity with operations qualify him for Board and key committees .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| Patrick L. Alexander | 81,981 | 1.4% (based on 5,778,610 shares) | Includes 1,696 shares held by minor grandchildren; Alexander disclaims beneficial ownership of those |
| 2024 Director RS Grant | 523 | — | Vests May 21, 2025; separate from beneficial ownership tally presentation |
Governance Assessment
- Positive: Independent Chair with separation from CEO, plus independent director executive sessions; supports oversight and reduces management dominance .
- Positive: Active committee roles (Audit, Compensation) and prior N&G Chair indicate engagement in financial reporting, pay governance, and nominations .
- Positive: Meaningful personal ownership (1.4% of shares outstanding), aligning incentives with shareholders .
- Positive: Anti-hedging policy prohibits hedging by directors; company adopted a clawback policy (primarily executive-focused) under Nasdaq rules .
- Signal: Long tenure and former CEO status—while classified independent—can raise perception risks when serving on Audit/Comp committees; mitigated by formal independence determination and the presence of independent Chairs for Audit and Compensation committees .
- Attendance: Directors met the ≥75% attendance threshold in 2024; all directors attended the annual meeting, supporting engagement .
- Related-party exposure: Company discloses ordinary-course banking relationships with directors under strict regulatory and Audit Committee oversight; no Alexander-specific related-party transaction disclosed .
- Shareholder sentiment: Prior say-on-pay approval ~84% (2022), suggesting generally supportive investor views on compensation governance .
RED FLAGS
- None material disclosed specific to Alexander: no pledging noted, no Section 16(a) delinquency reported for him, and no related-party transactions identified in the proxy . Potential perception risk from long tenure/former CEO status while on Audit/Comp committees should be monitored for independence in practice, though formally compliant .