Joseph Nolan
About Joseph Nolan
Joseph Nolan, age 62, is an independent director of NB Bancorp, Inc. since 2023 and serves on the Compensation Committee; he is Chairman, President & CEO of Eversource Energy Service Company and chairman/director of Eversource’s principal subsidiaries (except The Connecticut Light and Power Company) . His board skills matrix emphasizes executive leadership, risk management, financial/accounting, marketing, and ESG experience, indicating strong governance-relevant capabilities .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Eversource Energy Service Company | President & CEO | Since May 2021 | Senior leadership of New England’s largest electric, gas, and water utility provider |
| Eversource Energy Service Company | Chairman | Since 2022 | Board leadership across principal subsidiaries (except CL&P) |
| Eversource Energy | EVP – Strategy, Customer & Corporate Relations | Feb 2020–May 2021 | Strategic oversight of customer and corporate relations |
| Eversource Energy | EVP – Customer & Corporate Relations | Aug 2016–Feb 2020 | Customer and corporate relations leadership |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| New England Council | Director | Current | Civic/industry organization board service |
| Camp Harbor View | Director | Current | Charitable organization board service |
| Francis Ouimet Scholarship Fund | Director | Current | Education-related charitable board service |
| Long Island Association | Director | Current | Regional business association board service |
| Intercontinental Real Estate Corporation | Advisory Board Member | Current | Advisory role in real estate |
Board Governance
- Independence: The board determined all directors except the CEO (Campanelli) are independent; Nolan is independent .
- Committee assignments: Nolan serves on the Compensation Committee; 2024 Compensation Committee meetings totaled 4; chair is Christopher Lynch .
- Attendance: Board held 11 regular meetings in 2024; no director or committee member attended fewer than 75% of meetings .
- Board leadership: Combined Chair/CEO model with Lead Independent Director (Francis Orfanello), independent executive sessions, and annual CEO evaluations to mitigate risks .
- Policies: Anti-hedging and pledging restrictions apply to directors; no pledging exceptions have been approved . Equity awards under the 2025 Equity Plan carry double-trigger change-in-control protections and are subject to clawback policies .
Fixed Compensation
| Component | 2024 Amount ($) | Notes |
|---|---|---|
| Fees earned in cash (Joseph Nolan) | 100,000 | Comprised of $75,000 annual retainer plus $25,000 annual committee retainer; committee chairs receive an extra $10,000; beginning Jan 2025, Lead Independent Director adds $25,000 and Audit Chair adds $5,000 |
Performance Compensation
| Equity Award | Grant Value ($) | Shares | Vesting | Grant Mechanics | Change-in-Control Treatment |
|---|---|---|---|---|---|
| Initial Restricted Stock (non-employee directors) | 1,235,200 | 65,772 | Equal annual installments over 5 years | Self-executing on the day following stockholder approval of the 2025 Equity Plan (approved April 23, 2025) | Double trigger: time-based vesting deemed satisfied upon both a change in control and involuntary termination/resignation for good reason; if awards not assumed by acquirer, vesting accelerates; performance awards (if any) settle at target or actual (whichever greater) in such cases |
Plan best practices include minimum one-year vesting (95% of awards), prohibition on repricing/buyouts of underwater options without shareholder approval, and dividend deferral until vesting; awards subject to clawback/insider trading policies .
Other Directorships & Interlocks
| Company/Entity | Public Company? | Role | Potential Interlock with NBBK |
|---|---|---|---|
| Eversource Energy Service Company and principal subsidiaries | Yes (parent Eversource Energy is public) | Chairman, President & CEO; chairman/director of principal subs | Not disclosed; no related-party transactions with Nolan identified in NBBK filings |
| New England Council; Camp Harbor View; Francis Ouimet Scholarship Fund; Long Island Association; Intercontinental Real Estate Corporation | No (non-profit/association/advisory) | Director/Advisory roles | No conflicts disclosed |
Expertise & Qualifications
- Executive leadership across regulated utilities; broad risk oversight experience and financial acumen supporting compensation and risk oversight .
- Skills matrix flags strengths in risk management, executive leadership, financial/accounting, marketing, and ESG experience, relevant to board effectiveness in a financial institution .
Equity Ownership
| Holder | Shares Owned (as of Feb 28, 2025) | % of Shares Outstanding |
|---|---|---|
| Joseph Nolan | 10,100 | <1% of 41,842,641 shares |
- Director stock ownership guidelines: Non-employee directors must hold 4× the value of their cash retainers in company stock, with five years to achieve compliance; 50% of vested shares are subject to a one-year holding period until the guideline is met .
- Counting toward guidelines: All outstanding shares and restricted stock count; options and performance units do not count until shares are issued .
Governance Assessment
- Committee effectiveness: Nolan’s role on the Compensation Committee places him at the center of pay-for-performance alignment and oversight of executive incentive structures; the committee engaged Meridian Compensation Partners for market reviews in 2024, indicating use of independent expertise .
- Independence and attendance: Independent status, structured executive sessions, and full attendance metrics support board effectiveness and investor confidence .
- Alignment policies: Anti-hedging/pledging policies, clawbacks, and director ownership guidelines promote long-term alignment and reduce risk of misaligned incentives .
- Equity plan optics: One-time restricted stock grants of ~$1.24m per director vesting over five years may draw investor scrutiny on dilution and director pay levels; mitigants include best-practice features (minimum vesting, double-trigger, no repricing) and clear shareholder approval (24.0m for vs. 1.0m against) on April 23, 2025 .
- Conflicts/related-party exposure: Loans to directors/executives were ordinary-course, market terms, and compliant; disclosed third-party legal fees relate to a director other than Nolan; no Nolan-specific related-party transactions identified .
RED FLAGS
- Large one-time director RS grants (~$1.24m each) post-conversion could be perceived as aggressive by some investors despite long vesting and best-practice plan design .
- No pledging exceptions have been approved; hedging/derivative restrictions lower alignment risk (positive control) .
Appendix: Key Votes (for context)
- 2025 Equity Incentive Plan approval: For 24,020,436; Against 983,457; Abstain 331,918; Broker non-votes 7,375,371 (April 23, 2025) .
- Director elections (sample of contemporaneous nominees): All nominees received ~24.6–24.7m votes for with ~0.6–0.7m withholds; broker non-votes 7,375,371 .