Lynda Grindstaff
About Lynda Grindstaff
Lynda Grindstaff (age 54) is an independent director of OFG, appointed September 20, 2024, with deep cybersecurity and technology product leadership experience. Her background includes Strategic Operating Partner at Kayne Anderson Capital (through 2024), VP of Engineering at McAfee (2017–2023), and over two decades at Intel in innovation leadership roles (1995–2017). She currently serves on advisory/educational roles including IANS Research (faculty), Women’s Empowerment (board), How Women Lead Advisory Board, and CSU Sacramento College of Engineering Industry Advisory Board, and provides executive coaching via Women Leaders of the World. She resides in Dorado, PR and was nominated by the Corporate Governance & Nominating Committee based on her cybersecurity and leadership expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Intel Corporation | Senior Director, Innovation Pipeline; Innovation Segment Manager; other roles | 1995–2017 | Led innovation initiatives and product strategy |
| McAfee Corporation | Vice President of Engineering | 2017–2023 | Led global engineering team |
| Kayne Anderson Capital | Strategic Operating Partner | Through 2024 | Strategic operating support for portfolio companies |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Women’s Empowerment | Director | Current | Non-profit board service |
| IANS Research | Faculty member | Current | Cybersecurity research/education |
| How Women Lead | Advisory Board Member | Current | Executive advisory role |
| CSU Sacramento College of Engineering | Industry Advisory Board Member | Current | Engineering advisory role |
| Women Leaders of the World | Global Advisor | Current | Executive coaching |
Board Governance
- Independence and appointment: Independent director; elected by the Board effective September 20, 2024; appointed to the Risk & Compliance Committee at that time .
- Committee assignments: Member, Risk & Compliance Committee (Chair: Néstor de Jesús; Vice Chair: Susan Harnett). Committee held 4 meetings in 2024; all members are independent .
- Attendance: 100% attendance since appointment (Board 3/3; Risk & Compliance 1/1) . Company-wide, no incumbent director was below 75% attendance in 2024; Board held 6 meetings and conducts regular executive sessions of non-management directors, led by the Lead Independent Director .
- Board election standards: Annual election of single class by majority of votes cast with a director resignation policy upon failure to receive a majority in uncontested elections .
Fixed Compensation
| Year | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Option Awards ($) | All Other ($) | Total ($) |
|---|---|---|---|---|---|
| 2024 | 23,472 | — | — | — | 23,472 |
- Director pay program (2024): Non-employee director annual retainer $60,000; Lead Independent Director $100,000; Oriental Bank board meeting fee $1,000 per meeting; Audit and Risk & Compliance Committee Chairs $12,000; other members of those committees $5,000; retainers paid monthly in advance. In 2024, each non-employee director was awarded restricted units valued at $44,000 (timing may affect eligibility for newly appointed directors) .
Performance Compensation
| Instrument | 2024 Design | Performance Metrics | Vesting/Notes |
|---|---|---|---|
| Director Equity | Restricted stock units; $44,000 annual value for non-employee directors | No performance conditions disclosed for directors | Vesting schedule not specified in proxy |
| Ms. Grindstaff 2024 | No stock award recorded in 2024 director comp table | — | Likely reflects late-2024 appointment; proxy does not specify pro-rata equity treatment |
Other Directorships & Interlocks
| Company | Ticker | Role | Committee Roles | Notes |
|---|---|---|---|---|
| — | — | — | — | Proxy biography lists no current public company directorships for Ms. Grindstaff |
- Compensation Committee interlocks: The proxy reports no compensation committee interlocks involving OFG’s executive officers in 2024 (board-level disclosure) .
Expertise & Qualifications
- Cybersecurity and technology product leadership; oversight relevance to enterprise risk and information security .
- Global engineering team leadership and innovation pipeline development (Intel; McAfee) .
- Governance/education roles (IANS faculty; advisory boards) support board’s risk and compliance oversight with contemporary cyber perspectives .
Equity Ownership
| As of 12/31/2024 | Beneficial Ownership (Shares) | Percent of Class | Qualifying Common Stock (Policy) | Multiple of Compensation | Applicable Minimum Multiple |
|---|---|---|---|---|---|
| Lynda Grindstaff | — (no shares reported) | —% (less than 1%) | — | — | — |
Notes:
- Beneficial ownership table shows no shares reported for Ms. Grindstaff as of 12/31/2024 (OFG had 45,440,269 shares outstanding) .
- The Directors & Officers Stock Ownership Policy is in place; Ms. Grindstaff’s individual compliance table shows dashes as of 12/31/2024, consistent with new-director status .
Governance Assessment
-
Positives
- Independent director with 100% attendance since appointment; immediate engagement on the Risk & Compliance Committee .
- Direct, contemporary cybersecurity expertise aligned with Risk & Compliance oversight; committee composed entirely of independent directors .
- Board practices include majority voting with a resignation policy and regular executive sessions led by the Lead Independent Director, supporting robust governance .
-
Watch items
- Alignment/ownership: No beneficial ownership reported and no stock award recorded for 2024 in the director compensation table, likely reflecting late-2024 appointment; monitor 2025 equity grant/ownership progression for alignment with the director stock ownership policy .
- Related-party exposure: The proxy discloses ordinary-course loans between the bank subsidiary and some directors/executives with market terms and no non-performing status; no director-specific transaction is disclosed for Ms. Grindstaff .