Anthony H. Heinl
About Anthony H. Heinl
Anthony H. Heinl is an independent director of Monroe Federal Bancorp, Inc. (MFBI) and serves as President of Repacorp, Inc., a label manufacturing company. He is age 59 (as of March 31, 2025) and has served on the board since 2012, providing business expertise and community networking connections. He is a member of the Compensation Committee, which the company states is comprised of independent directors under Nasdaq rules, and he is in the director class whose term expires in 2027 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Monroe Federal Bancorp, Inc. | Director (Class expiring 2027) | Director since 2012 | Compensation Committee member; independent under Nasdaq standards |
| Repacorp, Inc. | President | Not disclosed | Label manufacturing leadership; business expertise/community connections |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Repacorp, Inc. | President | Not disclosed | Label manufacturing company |
Board Governance
| Attribute | Detail |
|---|---|
| Board status | Independent director (via membership on an all-independent Compensation Committee per Nasdaq standards) |
| Committee assignments | Compensation Committee member; not listed on Audit or Nominating |
| Committee chair roles | No chair role indicated for Heinl in committee table |
| Director class/term | Continuing director with term expiring in 2027 |
| Committee meeting cadence (FY2025) | Audit: 4 meetings; Compensation: 1 meeting; Nominating: — (not listed) |
| Board refreshment context | Mandatory retirement age policy led to one director’s term ending; board intends to reduce size to eliminate vacancy |
Fixed Compensation
| Component | Policy/Definition | FY2025 Amount (Heinl) |
|---|---|---|
| Monthly director retainer | $1,500 per month for non-employee directors ($2,000 for Chair) | Included in total |
| Committee meeting fees | $200 per committee meeting attended | Included in total |
| Deferred compensation election | Directors may elect to defer a portion of fees under a Nonqualified Deferred Compensation Plan | Not disclosed for Heinl |
| Director Retirement Plan | 10-year monthly payments equal to 1/2 of regular monthly director fee; vesting: 50% after 6 years, 75% after 9, 100% after 12; payments commence at later of age 62 or separation (unless for cause); disability triggers payments; death results in lump sum of remaining; change in control → 100% vesting and lump sum payout | Plan participation applies to eligible directors (terms as stated) |
| Cash fees total (FY2025) | As reported in Directors’ Compensation table | $18,600 |
| All other compensation (FY2025) | Perquisites did not exceed $10,000 for any director | $0 (reported as “—”) |
| Total (FY2025) | Cash plus other | $18,600 |
Performance Compensation
| Award Type | Individual Grant (Heinl) | Valuation Basis | Grant Timing/Trigger | Notes |
|---|---|---|---|---|
| Restricted Stock | 789 shares ($9,152) | $11.60 per share (10/30/2025 “latest practicable date”) | Self-executing grant on day following stockholder approval of 2025 Equity Plan | Value on grant date will depend on then-current market price |
| Stock Options | 2,632 options | Not determinable (depends on exercise-date FMV) | Self-executing grant on day following approval | Terms/vesting not disclosed in excerpt |
| 2025 Equity Plan Director Limits | Plan Constraint |
|---|---|
| Per non-employee director cap | ≤5% of aggregate shares available under the plan |
| Aggregate non-employee directors cap | ≤30% of aggregate shares available under the plan |
| Employee per-person cap | ≤25% of aggregate plan shares |
Note: Vesting schedules and option strike/expiration terms are not disclosed in the provided excerpt .
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company boards | None disclosed in Heinl’s proxy biography; only Repacorp role is listed |
| Interlocks with customers/suppliers | Not disclosed in the provided excerpts |
Expertise & Qualifications
- President of Repacorp, Inc. (label manufacturing), bringing operating leadership and SME manufacturing perspective .
- Provides “invaluable business expertise and community networking connections” to the board .
Equity Ownership
| Holder | Beneficially Owned Shares | % of Outstanding | Pledged? | Basis |
|---|---|---|---|---|
| Anthony H. Heinl | 15,000 | 2.85% | No (company states none of the named individuals has pledged) | 526,438 shares outstanding as of Oct 31, 2025 |
Context: ESOP beneficially owns 36,851 shares (7.0%) based on Schedule 13G (filed Feb 13, 2025) .
Governance Assessment
- Independence and committee role: Heinl serves on the Compensation Committee, and all members of Audit, Compensation, and Nominating are deemed independent under Nasdaq standards—supportive of board independence and investor confidence .
- Ownership alignment: Heinl’s 15,000 shares (2.85% of outstanding) with no pledging indicates meaningful skin-in-the-game and reduced alignment risk from collateralization .
- Pay structure: FY2025 director pay was modest ($18,600 cash), with a standard retainer/meeting-fee program; a Director Retirement Plan provides vested benefits and could be viewed as an additional non-performance-based entitlement .
- Equity plan watch item: If approved, non-employee directors (including Heinl) would receive time-based restricted stock (789 shares) and stock options (2,632), with plan caps of 5% per director and 30% in aggregate—this adds alignment but introduces potential dilution and incentive mix shift away from pure cash .
- Change-in-control risk flag: Director Retirement Plan provides 100% vesting and lump-sum payout upon a change in control; while common in smaller banks, it can be perceived as entrenchment or golden handcuff for directors .
- Board refreshment: Mandatory retirement age is being applied (one director’s term ended), and the board plans to reduce its size to eliminate the vacancy, signaling ongoing refreshment discipline .
Citations:
Committee memberships, independence assertion, and meeting counts.
Directors’ Compensation table, fee policy, Deferred Compensation Plan, and Director Retirement Plan terms.
Beneficial ownership table (individuals and 5% owners), share count, and no pledging note.
Director biographies (Heinl’s age, tenure, Repacorp role), director classes/terms, and mandatory retirement implementation.
2025 Equity Plan proposed grants and per-director/aggregate limits.