Anthony Coscia
About Anthony R. Coscia
Anthony R. Coscia (age 65) has served on OceanFirst Financial Corp.’s board since 2018 and is Chair of the Leadership Committee and the Company’s Lead Independent Director. He is a Partner at Windels Marx, with over 35 years at the firm, and holds a B.S.F.S. from Georgetown University’s School of Foreign Service and a J.D. from Rutgers University School of Law. He previously chaired Sun Bancorp, Inc. and Sun National Bank (2016–2018, until acquisition by OCFC) and the Port Authority of New York and New Jersey (stepped down in 2011), and currently chairs Amtrak’s Board. His background centers on legal, governance, public infrastructure, and government relations leadership.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sun Bancorp, Inc. / Sun National Bank | Chairman of the Boards | 2016–2018 (entities acquired by OCFC in 2018) | Previously Director (since 2010/2011), ALCO Committee member; Chair of Executive Committee |
| Port Authority of New York and New Jersey | Chairman | ~8 years, stepped down 2011 | Led bi-state transportation/infrastructure agency |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| National Railroad Passenger Corporation (Amtrak) | Chairman, Board of Directors | Current | Federal passenger rail corporation (U.S.) |
| Georgetown University | Trustee | Current | Governance/education role |
| New Jersey Community Development Corporation | Trustee | Current | Non-profit community development |
| Gateway Development Commission | Vice Chairman | Current | Bi-state infrastructure commission |
| Neighborhood Property Group, LLC | Director | Current | Private company role |
| Partnership for New York City | Member | Current | Business leadership organization |
| Duration Capital Partners LLC | Senior Advisor | Current | Private investment advisory role |
Board Governance
- Independence and roles: Coscia is a non-employee, independent director. He chairs the Leadership Committee (which also serves as the nominating/governance committee) and, per policy, serves as Lead Independent Director with duties including coordinating executive sessions and acting as liaison between independent directors and management. All members of the Leadership Committee are independent.
- Committee structure and activity: The Board maintains Audit, Human Resources/Compensation, Leadership, Risk, Finance, and Information Technology Committees. The Leadership Committee met 4 times in 2024.
- Board independence and leadership: 11 of 13 directors are independent; OCFC combines the Chairman and CEO roles but offsets with a Lead Independent Director structure. Executive sessions of independent directors occur at every regularly scheduled Board meeting.
- Attendance: The Board held 11 meetings in 2024, and all directors attended at least 75% of Board and committee meetings on which they served.
- 2025 election results: Coscia received 41,505,248 “For” votes; 1,293,882 “Withheld”; broker non-votes 5,661,945.
Fixed Compensation
- Director retainer framework (effective for 2024 service): Annual Bank retainer ($45,000), annual Company retainer ($50,000), additional Lead Director retainer (Bank $12,500 + Company $12,500), committee chair retainer ($7,500 per entity; $15,000 total for joint committees). Restricted stock grant ($50,000 grant-date fair value) vests in equal installments over 3 years beginning one year after grant.
- Coscia’s 2024 director pay (covering fiscal year ended Dec 31, 2024): Fees earned in cash $135,000; stock awards $50,008; all other compensation (cash dividends on vested restricted stock) $5,750; total $190,758.
| Component | 2023 ($) | 2024 ($) |
|---|---|---|
| Cash Fees (Retainers, Lead Director, Chair) | 115,000 | 135,000 |
| Equity (Restricted Stock, grant-date FV) | 50,000 | 50,008 |
| All Other Compensation (dividends on vested RS) | 2,259 | 5,750 |
| Total | 167,259 | 190,758 |
Notes:
- The $135,000 cash total in 2024 aligns mechanically with the published retainer schedule for a Lead Director who also chairs a joint (Company/Bank) committee: $45,000 (Bank) + $50,000 (Company) + $12,500 (Bank Lead) + $12,500 (Company Lead) + $15,000 (joint committee chair) = $135,000.
Performance Compensation
- Non-employee directors do not receive performance-conditioned pay. Equity is delivered as time-vested restricted stock (3-year pro-rata vesting beginning one year post-grant); no performance metrics apply to director equity grants.
Other Directorships & Interlocks
- Current public company boards: None disclosed beyond OCFC; Amtrak is a U.S. government corporation (not a public company).
- Private, non-profit, government roles: See External Roles table. No disclosed interlocks with OCFC’s customers/suppliers that create reportable related-party transactions.
Expertise & Qualifications
- Legal, governance, and public infrastructure expertise from senior roles at Windels Marx, Amtrak, Port Authority of NY/NJ. Experience chairing bank boards and governance/nominating functions. Skills cited by OCFC include substantial private sector and government relations experience. Education: Georgetown (School of Foreign Service), Rutgers Law.
Equity Ownership
- Beneficial ownership (as of March 25, 2025): 57,720 shares beneficially owned; less than 1% of outstanding. Includes 5,717 unvested restricted shares from director grants (Feb 2023, Feb 2024, Feb 2025). No stock options.
- Pledging/hedging: OCFC policy prohibits hedging and pledging without Board approval; none of the directors or executive officers had pledged OCFC shares as of March 25, 2025.
- Director ownership guidelines: Minimum holding = 3× the annual Company retainer; all directors were in compliance as of December 31, 2024. Until met, retainers are paid in stock and net vested shares must be retained.
| Ownership Detail (as of 3/25/2025) | Amount |
|---|---|
| Total beneficial shares | 57,720 |
| Unvested RS (included above) | 5,717 |
| Options (exercisable/unexercisable) | 0 |
| % of common stock | <1% |
| Shares pledged | None |
| Guideline (3× retainer) compliance | Yes (all directors) |
Related-Party Transactions & Conflicts
- Loans and extensions of credit: OCFC discloses employee-rate loans for certain executive officers under permitted banking rules; no director loans disclosed.
- Other transactions: The Board placed a moratorium on other Company/Bank transactions with directors, their families, or affiliated entities; none occurred in 2023 or 2024 other than ordinary-course banking. No Coscia-related transactions disclosed.
Say-on-Pay & Shareholder Feedback
- 2024 say-on-pay: Approximately 83% of votes cast supported OCFC’s executive compensation program.
- 2025 AGM voting: Say-on-pay received 38,708,307 “For”, 3,507,798 “Against”, 583,025 “Abstain”, with 5,661,945 broker non-votes. Director election support for Coscia: 41,505,248 “For”, 1,293,882 “Withheld.”
Compensation Committee Analysis (context for board oversight)
- Committee composition (2024 activity): Human Resources/Compensation Committee members were independent directors; met 5 times in 2024.
- Compensation consultant: Meridian Compensation Partners serves as independent advisor to the committee; the committee concluded there were no conflicts of interest.
Governance Assessment
-
Strengths and signals supporting investor confidence:
- Independent Lead Director structure; Coscia serves as Lead Director and Governance Chair, with independent-only executive sessions each regular meeting.
- Strong director ownership alignment; compliance with 3× retainer guideline and prohibition on hedging/pledging.
- No related-party transactions involving directors in 2023–2024; Board moratorium in place.
- Consistent meeting cadence and attendance (11 Board meetings; ≥75% attendance by all directors).
- Shareholder support for compensation program (83% in 2024) and strong 2025 shareholder voting outcomes for board slate and say-on-pay.
-
Potential red flags: None disclosed for Coscia regarding attendance, pledging/hedging, or related-party transactions.