Craig Brunet
NewtekOneAbout Craig “CJ” Brunet
Craig “CJ” Brunet, 77, is an independent Class III director of NewtekOne, Inc., appointed in October 2024; his current term runs through the 2026 annual meeting. He brings over five decades of experience across information technology and financial services, focused on strategic planning, M&A, SaaS, patent commercialization, cybersecurity, compliance, and risk management. Brunet is currently President and Chief Operating Officer of Advanced Cyber Security Corp and founder/managing partner of Cyber Labs International; previously, he served Newtek as Executive Vice President, CIO, CTO, and CISO from 2001 to 2015. The Board has determined he is independent under Nasdaq and SEC rules.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| NewtekOne, Inc. | EVP, CIO, CTO, CISO | Jan 2001 – Dec 2015 | Senior technology leadership spanning IT security and infrastructure; prior executive role underscores deep institutional knowledge |
| Advanced Cyber Security Corp | President & COO | Current | Leads a cybersecurity firm focused on preventative, patented encryption technologies and applications |
| Cyber Labs International | Founder & Managing Partner | Current | Global strategic technology consulting in cybersecurity |
External Roles
| Organization | Board/Role | Public Company? | Tenure |
|---|---|---|---|
| Advanced Cyber Security Corp | President & COO | Not disclosed as public | Current |
| Cyber Labs International | Founder & Managing Partner | Not disclosed as public | Current |
| Other Public Company Boards | None disclosed | — | — |
Board Governance
- Independence: The Board determined Brunet is independent under Nasdaq/SEC rules.
- Committees:
- Compensation, Corporate Governance and Nominating Committee member.
- Technology Steering Committee chair (joint with Newtek Bank; oversight of operations/technology, information security, and cybersecurity).
- Attendance and engagement: In 2024, the Board held 19 meetings; the Audit Committee 23; Nominating 5; Risk 4. Each incumbent director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 Annual Meeting.
- Executive sessions: Independent directors meet in executive session; presided by Richard Salute.
- Leadership structure: CEO also serves as Chairman; Board has not appointed a lead independent director.
Fixed Compensation
| Year | Cash Retainer ($) | Committee/Chair Fees | Equity Program |
|---|---|---|---|
| 2024 | 35,000 (pro‑rated) | None; no additional fees for committee membership or chair roles | Non‑employee director annual stock award cap: $50,000; in June 2024, $25,000 RSAs were granted to certain directors (Brunet appointed later; no 2024 equity award) |
Performance Compensation
- Director equity awards are time‑based Restricted Stock Awards under the 2023 Stock Plan; no director‑specific performance metrics are disclosed.
| Compensation Element | Structure | Metrics Tied to Awards |
|---|---|---|
| Restricted Stock Awards (RSAs) | Annual grants under 2023 Stock Plan; maximum $50,000 per calendar year for non‑employee directors | None disclosed for directors (time‑based vesting) |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company directorships | None disclosed for Brunet |
| Committee interlocks | Nominating Committee comprised entirely of independent directors; disclosure notes no relationships requiring Item 404 reporting and no current paid officer service among members (Zink previously employed 2000‑2005). Brunet is listed as a member in 2024‑2025. |
Expertise & Qualifications
- Technology and cybersecurity oversight; experience mitigating and managing cybersecurity risks.
- Finance, governance, leadership, risk management, and financial services experience, as reflected in the Board’s skills matrix.
- Strategic and operational experience in cloud computing, managed services, and IT security; M&A and value creation background.
Equity Ownership
| Holder | Shares Beneficially Owned | % of Class | Dollar Range (as of 4/15/2025) | Pledging/Hedging |
|---|---|---|---|---|
| Craig “CJ” Brunet | 1,500 | <1% | $10,001 – $50,000 (based on $10.17 close) | Company policy prohibits hedging/pledging, short sales, and derivative trading by covered persons |
Note: No director‑specific RSAs are disclosed for Brunet in 2024; June 2024 RSAs were granted to Salute, Mulia, Zink, and Perez‑Hickman.
Governance Assessment
- Board effectiveness: Brunet’s cybersecurity and technology leadership is directly leveraged as chair of the Technology Steering Committee, strengthening oversight of operational risk, information security, and cyber risk—a critical area for a financial holding company and bank subsidiary.
- Independence and attendance: Independent status and Board‑level attendance thresholds met in 2024; indicates adequate engagement.
- Pay alignment: Non‑employee director compensation emphasizes fixed retainer with modest time‑based equity; no committee/Chair premiums, which reduces incentives for over‑boarding or committee role rent‑seeking. Brunet’s 2024 compensation was pro‑rated given late‑year appointment.
- Conflicts/related parties: No Brunet‑specific related‑party transactions disclosed. Company procedures require Board/Nominating review and approval of related‑party transactions; disclosures note family employment for other executives, not involving Brunet.
- Policy safeguards: Insider trading policy prohibits hedging/pledging; clawback policy adopted Nov 16, 2023 for executive incentive compensation tied to accounting restatements supports pay integrity, albeit focused on executives rather than directors.
- Investor confidence signals: Say‑on‑pay support was ~96% in 2024, reflecting shareholder approval of compensation structures and governance framework.
- Watch items:
- Combined CEO/Chair with no lead independent director can weaken independent oversight; continued robust executive sessions and active committee work help mitigate but remain a governance consideration.
- Prior executive employment at Newtek (EVP/CIO/CTO/CISO, 2001–2015) introduces historical ties; current independence determination by the Board addresses formal independence under listing standards.
Overall, Brunet’s deep cybersecurity expertise, independent status, and committee leadership strengthen oversight of operational and cyber risks. Absence of director‑specific performance metrics and the combined CEO/Chair structure are broader governance considerations, but no Brunet‑specific conflicts or red flags are disclosed.