Ann M. Segarra
About Ann M. Segarra
Independent director; age 58 as of March 24, 2025; joined the Lake Shore Bancorp board in October 2023. Inactive CPA; designated “financial expert” and serves as Audit Committee Chair; member of Enterprise Risk Committee. Current role: Unit Business Officer, College of Arts and Sciences, University at Buffalo (since May 2019), on the Dean’s Senior Leadership Team working closely with central finance leadership. Brings 35+ years of financial services experience including 28 years at KeyBank/First Niagara across internal audit, finance/IR, corporate controller, corporate finance, business unit CFO (tech governance/financial performance), and merger integration leadership .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| KeyBank / First Niagara and subsidiaries | Director of Internal Audit; VP Finance & Investor Relations; SVP & Corporate Controller; SVP Corporate Finance; SVP & Business Unit CFO – Tech Governance & Financial Performance; SVP – Merger & Integration Director | 28 years (aggregate) | Led internal audit, financial reporting and controls, investor relations, and post-merger integration; deep finance and control expertise |
| American Institute of CPAs; NY State Society of CPAs | Member (past) | Not disclosed | Professional standards and ethics; enhances audit oversight perspective |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University at Buffalo, College of Arts & Sciences | Unit Business Officer; member of Dean’s Senior Leadership Team | Since May 2019 | Strategic partner with central finance; operational/financial administration |
Board Governance
- Committee assignments (2024): Audit Committee Chair; Enterprise Risk Committee member; Independence status: Independent (NASDAQ), financial expert on Audit Committee .
- Attendance: Board held 12 regular and 2 special meetings in 2024; each incumbent director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 annual meeting .
- Board structure: Independent, non-employee Chairman; committees with defined charters (Audit, Compensation, Nominating & Corporate Governance) published on website .
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 39,800 | Includes annual board retainer and committee/chair fees; no meeting fees |
| Stock Awards (grant-date fair value) | 1,400 | Restricted stock awards; typically paid in lieu of cash director fees in certain cases |
| Option Awards (grant-date fair value) | — | No options awarded in 2024 |
| Total | 41,200 | — |
- Director fee schedule (non-employee; 2024): Board retainer $24,800 ($57,300 for Chairman); Audit & Enterprise Risk member $5,000, Chair $10,000; Nominating & Corporate Governance and Compensation member $3,000, Chair $6,000; Loan committee member $3,000 (no chair premium); no meeting fees; no perquisites >$10,000 .
Performance Compensation
| Metric | Value | Date | Notes |
|---|---|---|---|
| Automatic Annual Restricted Stock Grant (2025) – dollar amount | $11,940 | March 12, 2025 | Formula equals 30% of prior-year cash fees; 30% × $39,800 = $11,940; grant made to each non-employee director in service on Feb 5, 2025 |
- Equity plan policy signals: Under the 2025 Equity Incentive Plan, automatic annual grants equal to 30% of prior-year cash fees; one-time grants upon appointment to Chairman/Vice Chairman or Committee Chair positions carry five-year vesting schedules and specified option/RS share counts (policy level; individual director grants not disclosed in 2024 data) .
Other Directorships & Interlocks
| Category | Disclosure |
|---|---|
| Current public company boards | Not disclosed in proxy for Ms. Segarra |
| Private/non-profit/academic boards | University at Buffalo administrative leadership (not a board seat) |
| Interlocks/conflicts | None disclosed; Nominating & Corporate Governance Committee reviews affiliated party transactions |
Expertise & Qualifications
- Inactive CPA; designated “financial expert” on Audit Committee .
- Deep experience in financial reporting, internal controls, audit, treasury/finance, and integration; multi-decade banking background .
- Senior financial/administrative leadership within higher education (University at Buffalo) .
Equity Ownership
| Holder | Shares Beneficially Owned | Ownership % | Breakdown |
|---|---|---|---|
| Ann M. Segarra | 24,249 | <1.00% of common stock outstanding | Includes 23,500 shares held in IRA and 749 unvested restricted stock (sole voting, no investment power) |
| Shares outstanding (record date) | 5,760,272 | — | MHC owns 63.1% (3,636,875 shares) |
- Anti-hedging/anti-pledging policy: Directors, officers, employees prohibited from hedging and pledging Company stock or depositing stock into margin accounts .
Governance Assessment
- Strengths: Audit Chair with formal “financial expert” designation; extensive finance/audit background; independent status; anti-hedging/pledging policy enhances alignment; solid attendance disclosure; equity ownership of 24,249 shares including IRA holdings supports alignment .
- Compensation structure: Primarily fixed cash retainers with modest equity in 2024; automatic equity grants (30% of prior cash fees) commenced March 12, 2025, increasing equity alignment going forward .
- Potential red flags: Limited disclosed tenure (joined Oct 2023) implies shorter board track record; MHC control of 63.1% may mute external shareholder discipline on elections and advisory votes; however, no related-party transactions or conflicts disclosed for Ms. Segarra, and independence affirmed .
- Shareholder sentiment context: Advisory “say-on-pay” historically approved; 2024 say-on-pay vote passed (vote counts reported), though MHC ownership influences outcomes .