Halli Razon-Feingold
About Halli Razon-Feingold
Halli Razon-Feingold (age 36) is Chief Administrative Officer (since July 2016) and Senior Vice President, Human Resources (since July 2019) of NewtekOne and has served as a non‑independent Class II director since 2021, reflecting over twelve years of tenure at the company and deep HR/executive operations expertise. She holds a master’s degree in Industrial/Organizational Psychology (CUNY Baruch College) and a bachelor’s degree in Psychology (Hofstra University) . Company performance during her board tenure has been mixed, with TSR declining in 2022–2024 after a strong 2021, while net income and EPS improved from 2023 to 2024 .
Company performance snapshot (during board tenure)
| Metric | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|
| Total Shareholder Return (%) | (1.5) | 55.5 | (50.2) | (11.1) | (1.5) |
| Net Income ($USD thousands) | 33,619 | 84,142 | 32,311 | 47,329 | 50,853 |
| Basic EPS ($USD) | 1.59 | 3.69 | 1.34 | 1.89 | 1.97 |
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| NewtekOne, Inc. | Chief Administrative Officer | Jul 2016 – present | Manages the Executive department and all HR across the Company and subsidiaries, aligning talent and organizational processes with strategy . |
| NewtekOne, Inc. | SVP, Human Resources | Jul 2019 – present | Leads HR policies/practices for the enterprise; supports workforce planning and culture across regulated and non‑bank businesses . |
External Roles
- Not disclosed in the proxy for the past 5 years .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total beneficial ownership (shares) | 32,230 |
| Ownership as % of shares outstanding | <1% |
| Dollar range of equity owned | Over $100,000 (based on $10.17 price on 4/15/2025) |
| Stock options outstanding | None; Company reported no outstanding options as of 12/31/2024 and historically did not issue options under prior plan |
| Hedging/pledging policy | Hedging and pledging of Company securities are prohibited for directors/officers |
| Stock ownership guidelines | Executives are encouraged to hold meaningful shares; no formal multiple disclosed |
Unvested Restricted Stock Awards and Vesting Schedule (Razon-Feingold)
| Grant Date | Shares Granted | Vest Date |
|---|---|---|
| Aug 2022 | 7,062 (+ accrued dividends) | Aug 15, 2025 |
| Jul 2024 | 5,967 (+ accrued dividends) | Jul 15, 2025 |
| Oct 2024 | 7,208 (+ accrued dividends) | Oct 15, 2025 |
- Aggregate unvested RSAs (excl. dividends): 20,237 (sum of disclosed grants) .
- Dividend equivalents accrue on RSAs per Company practice noted in NEO tables; RSAs pay dividends in additional restricted shares until vesting .
Clawback & Insider Trading Controls
- Nasdaq-compliant clawback policy effective Dec 1, 2023 covering incentive compensation for three fiscal years preceding any accounting restatement .
- Insider Trading Policy restricts hedging, pledging, short sales, and derivative transactions by covered persons .
Board Governance
| Attribute | Detail |
|---|---|
| Board seat | Class II director since 2021; nominated for re‑election in 2025 to a term expiring in 2028 |
| Independence | Not independent under Nasdaq rules (employee director) |
| Committee memberships | None; Audit (Salute, Perez‑Hickman, Zink), Nominating (Zink chair; Salute, Brunet, Perez‑Hickman), Risk (Perez‑Hickman chair; Salute, Sloane, Downs), Technology Steering (Brunet chair; Salute, Zink) |
| Board activity & attendance | 19 Board meetings in 2024; each incumbent director attended ≥75% of Board/committee meetings; all Directors attended 2024 Annual Meeting |
| Leadership structure | CEO is also Chairman; no Lead Independent Director; independent director executive sessions are held with Salute presiding |
Director Compensation (context)
- Non‑employee directors: Cash retainer increased to $140,000 effective July 1, 2024; annual RSAs up to $50,000 under the 2023 Stock Plan; $25,000 RSA granted to each independent director in June 2024 (forfeiture lapses June 15, 2025) .
- Employee directors (e.g., Razon‑Feingold) are not included in the non‑employee director compensation plan/table .
Related Party Transaction
- Razon‑Feingold’s sister, Samantha Razon, is employed by a Company subsidiary and earned >$125,000 in 2024; reviewed by the Nominating Committee .
Say‑on‑Pay & Shareholder Feedback
- 2024 say‑on‑pay support was ~96% of votes cast, indicating strong shareholder approval of NEO compensation .
Compensation Structure Context (Company framework)
- Executive pay components: base salary, discretionary annual cash bonus, equity (primarily Restricted Stock Awards), and standard benefits .
- Performance emphasis: growth in after‑tax net income and EPS, credit quality, revenues in non‑bank subsidiaries, ROAA, ROE, and deposit growth at Newtek Bank; bonuses are discretionary and assessed holistically versus plans/operations rather than formulaic targets .
Employment Terms
- An individual employment agreement for Razon‑Feingold is not disclosed in the 2025 proxy. The proxy details 2024 employment agreements for other NEOs only (Sloane, Downs, Schwartz, Price, DeMaria, Young), including severance/change‑in‑control provisions and equity acceleration terms for those executives .
Investment Implications
- Near‑term vesting events: Unvested RSAs totaling at least 20,237 shares vest across July, August, and October 2025, which can create incremental supply around vest dates; however, hedging/pledging are prohibited and RSAs align pay with share performance via dividend equivalents and time‑based vesting .
- Alignment and retention: Meaningful equity ownership (> $100,000) and continued RSAs support retention and alignment; absence of disclosed option grants reduces leverage‑driven selling pressure risk .
- Governance dual‑role considerations: As a non‑independent employee‑director amid combined CEO/Chairman structure and no Lead Independent Director, oversight relies on independent committees and executive sessions; investors should monitor committee independence and board refreshment to mitigate potential conflicts .
- Related‑party optics: A family employment connection (sister employed and reviewed by the Nominating Committee) is disclosed; continued committee oversight reduces but does not eliminate perceived conflict risk .
- Shareholder posture: Strong say‑on‑pay support (96%) and defined clawback/insider‑trading controls indicate solid governance hygiene; performance track record has been volatile (TSR down in 2022–2024), so pay‑for‑performance alignment should continue to be assessed against ROE/ROAA and EPS progress in 2025–2026 .