Linda Thomas
About Linda Thomas
Linda C. Thomas (age 70) is an independent director of Northrim BanCorp, Inc. (NRIM) since 2014; she currently serves as Vice President/Treasurer at Alaskan Brewing & Bottling Co. (since 2024), after previously serving as CEO (2016–2024) and COO (1996–2016) . Her credentials include experience in financial services (former director/vice-chair at Alaska Pacific Bancshares), accounting, business management, and extensive community involvement, as reflected in the Board’s skills matrix . She is categorized among directors with more than 10 years of service, contributing continuity and local market knowledge .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alaskan Brewing & Bottling Co. | Vice President/Treasurer | Since 2024 | Senior finance leadership |
| Alaskan Brewing & Bottling Co. | Chief Executive Officer | 2016–2024 | Led operations and growth |
| Alaskan Brewing & Bottling Co. | Chief Operations Officer | 1996–2016 | Operational leadership |
| Alaska Pacific Bancshares (acquired by NRIM in 2014) | Director and Vice-Chair | 2010–2014 | Bank governance experience |
| Bartlett Regional Hospital | Director | 2007–2018 | Community healthcare oversight |
| Juneau Chamber of Commerce | Member and former President | 2002–2019 | Business and civic leadership |
External Roles
| Organization | Role | Tenure | Type |
|---|---|---|---|
| League of Women Voters | Board Member | Since 2021 | Non-profit governance |
Board Governance
- Independence: The Board determined Ms. Thomas is independent under SEC and Nasdaq Global Select Market standards .
- Committees: Audit Committee member (appointed 2016; Audit met 5 times in 2024), Governance & Nominating Committee member (appointed 2014; G&N met 4 times in 2024); current Audit Chair is David J. McCambridge; current G&N Chair is John C. Swalling .
- Attendance: In 2024, all directors attended at least 75% of Board and committee meetings required for them .
- Lead Independent Director: John C. Swalling presides over executive sessions, leads director self-assessments, and recommends committee assignments and chairmanships with the Board Chair .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-chair) | $40,000 | For non-officer directors |
| Additional cash for open-market stock purchase | $30,000 | Paid after 2024 Annual Meeting |
| Audit Committee meeting fee | $1,000 per meeting | Audit met 5 times in 2024 |
| Governance & Nominating meeting fee | $850 per meeting | G&N met 4 times in 2024 |
| Strategic planning/training/special meeting fee | $850 per session | Applies when attended |
| Director | Total Fees Earned or Paid in Cash (2024) |
|---|---|
| Linda C. Thomas | $78,100 |
Performance Compensation
| Performance-linked director pay components | Disclosure |
|---|---|
| RSUs/PSUs/options for directors | Director compensation disclosure enumerates cash retainers, meeting fees, and a $30,000 cash amount earmarked for stock purchases; no performance metrics or equity awards for directors are described in the proxy . |
Other Directorships & Interlocks
- Current public company boards: None disclosed .
- Prior public company board: Alaska Pacific Bancshares (bank holding company acquired by NRIM in 2014), potential historical network/interlock with Alaska banking ecosystem .
- Related-party/transactions: G&N Committee reviews related-party transactions; Reg O governs insider loans, which are made on market terms and did not involve abnormal risk; no specific related-party transactions involving Ms. Thomas are disclosed .
Expertise & Qualifications
- Skills: Professional standing, financial services expertise, community involvement, other board experience, other public company experience, accounting, business management .
- Board refreshment: Included among longer-tenured directors (>10 years), balancing continuity with recent refreshment initiatives .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (shares) | 1,172 shares (as of March 31, 2025) |
| Ownership as % of shares outstanding | Less than 1% |
| Director stock ownership guideline | Recommendation to own ≥3x annual stock retainer within 5 years |
| Compliance status with guideline | All non-officer directors currently subject, other than Ms. Thomas, have satisfied the minimum within five years as of March 28, 2025 (indicates Ms. Thomas has not) . |
| Hedging/pledging policy | Hedging prohibited; pledging strongly discouraged; insider trading policy applies to directors |
| Section 16(a) compliance | Company believes all directors/officers filed required reports timely for 2024 |
Governance Assessment
- Board effectiveness: Independent director with dual committee memberships (Audit; Governance & Nominating), strong accounting and financial services credentials, and adequate 2024 attendance supports oversight quality .
- Incentive alignment: Annual $30,000 cash earmarked for open-market stock purchases improves alignment; however, director pay otherwise is fixed cash and meeting-based without performance metrics for directors .
- Ownership alignment: RED FLAG — Ms. Thomas is the only non-officer director noted as not meeting the 3x retainer stock ownership guideline within five years as of March 28, 2025, and holds a relatively small stake (1,172 shares; <1% of common) .
- Conflicts/related-party risk: No specific related-party transactions disclosed; insider lending governed under Reg O with market terms; G&N Committee reviews related-party transactions .
- Shareholder and governance signals: Lead independent director framework and independent committee leadership enhance accountability; timely Section 16 compliance indicates governance hygiene .