David Gold
About David J. Gold
Independent director of Metropolitan Bank Holding Corp. since 2016, age 50, with capital markets and governance expertise. Background includes Partner at AdvisIRy Partners Group LLC (2017–present) and New York City Commissioner of City Planning (appointed 2022). Education: B.S., NYU Stern School of Business; J.D., Benjamin N. Cardozo School of Law; CFA charterholder; CERT Cyber Oversight certificate; NACD member; licensed real estate broker (REBNY). Audit Committee Financial Expert designation noted in prior proxy materials.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AdvisIRy Partners Group LLC | Partner | 2017–Present | Strategic and capital markets advisory; investor relations expertise |
| City of New York | Commissioner of City Planning | Appointed 2022 | Public policy oversight; planning/regulatory exposure |
| Wall Street firm (unnamed) | Equity Analyst | Nearly two decades | Capital markets and credit analysis skills |
| Real estate investing (personal) | Investor | Nearly 20 years | Market knowledge in real estate |
| Metropolitan Bank Holding Corp. | Director | Since 2016 | Audit, Compensation, CG&N, Risk; Bank Credit & Asset Recovery Group committees |
External Roles
| Organization/Program | Role/Status | Relevance |
|---|---|---|
| CFA Institute | Chartered Financial Analyst | Financial literacy and capital markets oversight |
| Software Engineering Institute (Carnegie Mellon) | CERT Cyber Oversight certificate | Cyber risk oversight |
| National Association of Corporate Directors | Member | Governance best practices |
| Real Estate Board of New York (REBNY) | Licensed Real Estate Broker/member | Real estate market expertise |
Board Governance
- Independence: Classified as Independent director.
- Committee assignments: Audit; Compensation; Corporate Governance & Nominating (CG&N); Risk; also serves on Bank Credit Committee and Asset Recovery Group Committee.
- Audit Committee Financial Expert: Qualifies under SEC rules (prior proxy).
- Attendance: In 2023, the Company Board met 14 times; no director attended fewer than 75% of Board and committee meetings.
- Years of service: Director since 2016.
Fixed Compensation
Director pay is a mix of cash retainers, meeting fees, and equity grants (restricted stock). Historical detail for Mr. Gold:
| Metric | FY 2017 | FY 2018 | FY 2022 |
|---|---|---|---|
| Fees earned or paid in cash ($) | $113,000 | $86,000 | $131,000 |
| Stock awards ($) | — (cash/meeting structure; no stock award disclosed for 2017) | $40,025 | $103,990 |
| Total ($) | $113,000 | $126,025 | $234,990 |
- 2022 chair retainers (program-level): Board Chair ($75,000); Audit ($50,000); ORM ($25,000); Compensation ($15,000); Governance ($15,000); ARG ($5,000); Credit ($10,000); COC ($10,000); Technology ($10,000).
- 2022 meeting fees (per meeting): Audit ($2,500); Compensation ($2,000); Governance ($2,000); ARG ($2,000); Credit ($2,000); ORM ($2,000); ALCO ($2,000); COC ($2,000); Technology ($2,000).
Performance Compensation
| Element | Structure | Metrics | Vesting |
|---|---|---|---|
| Restricted Stock (Directors) | Annual grants of restricted stock | No performance metrics disclosed for director equity; grants are time-based | As of 12/31/2022, each director (except two new directors) held 1,000 unvested restricted shares; Pamula and Robinson held 1,063; schedule not specified in proxy table |
| Stock retainer (historical) | 2018 annual director retainer paid in Company common stock (fully vested on grant) | Not performance-based | Immediate vesting (2018 program) |
Other Directorships & Interlocks
- No other public company board roles disclosed for Mr. Gold in MCB proxy biography.
- No compensation committee interlocks or insider participation noted specific to Mr. Gold in the cited disclosures.
Expertise & Qualifications
- Capital markets and credit analysis; investor relations; strategic planning.
- Cyber oversight credential; governance membership (NACD).
- Financial expert designation suitable for Audit Committee.
- Real estate market knowledge (licensed broker; investments).
Equity Ownership
| Date (Record) | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| 03/29/2019 | 17,231 | <1% | Standard SEC beneficial ownership definition applies |
| 04/07/2021 | 17,231 | <1% | Ownership table as of 2021 record date |
| 04/03/2025 | 27,231 | <1% | Director stock ownership guidelines: $100,000 value within 3 years; Board disclosed guideline and compliance status in prior proxies |
| 12/31/2022 (award status) | 1,000 unvested restricted shares (general for directors; exception for two) | n/a | Applies to directors including Mr. Gold; count excludes options (none disclosed) |
- Stock ownership guidelines: Directors to acquire shares valued at least $100,000 within three years; as of April 6, 2023, all directors met guidelines except two newer directors (Pamula, Robinson).
- Pledging/hedging: No pledging or hedging disclosures specific to Mr. Gold in MCB proxies cited; no pledging noted in ownership tables.
Governance Assessment
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Strengths
- Deep capital markets, credit, and investor relations experience; Audit Committee Financial Expert credential strengthens oversight of financial reporting and risk.
- Broad committee engagement (Audit, Compensation, CG&N, Risk; Bank Credit and Asset Recovery) indicates active participation and cross-functional oversight.
- Consistent attendance (no director <75% in 2023) supports engagement.
-
Alignment and incentives
- Balanced mix of cash and equity; meaningful stock ownership with increase from 17,231 (2019/2021) to 27,231 (2025) supports alignment.
- Director stock ownership guideline ($100,000 value) and reported compliance further align interests.
-
Watchpoints / potential conflicts
- Continued use of per-meeting fees alongside retainers may incentivize meeting frequency over long-term outcomes versus retainer-only structures adopted by some peers; note as a structural consideration rather than a red flag.
- External roles in real estate and public planning could present perceived conflicts if Company transactions intersect with those domains; no related-party transactions involving Mr. Gold disclosed; Company references Regulation W/O compliance and related-person transaction controls in program disclosures.
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Signals affecting investor confidence
- Extensive committee service and financial expert status strengthen board effectiveness; increasing personal holdings suggest rising alignment.
- No attendance or ownership reporting delinquencies noted for directors in cited years; proxies repeatedly report timely Section 16 compliance.