Daniel S. Hermann
OLD NATIONAL BANCORP /IN/About Daniel S. Hermann
Daniel S. Hermann, age 67, is Lead Independent Director of Old National Bancorp and has served on ONB’s board since 2020. He is founding partner of Lechwe Holdings LLC, former CEO of AmeriQual Group (2005–2015), and previously President/CEO at Black Beauty Coal Company; he began his career in public accounting and was a licensed CPA. He holds a B.S. in Accounting from Indiana State University (1979) and brings over 30 years of senior executive experience in operations, finance, and governance .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AmeriQual Group, LLC | Chief Executive Officer | 2005–2015 | Led food manufacturing business; senior P&L and operational leadership |
| Black Beauty Coal Company | President & CEO; various roles | ~20+ years prior to 2005 | Executive management in industrial operations; finance and accounting background |
| Public Accounting | CPA (licensed) | Early career | Foundation in audit/controls and financial reporting |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Deaconess Health System | Director | Current | Regional healthcare governance and oversight |
| Hermann Family Foundation | Director | Current | Philanthropy leadership |
| Foundation for Youth | Director | Current | Youth development mission oversight |
| Boys & Girls Club of Southern Indiana | Director Emeritus | Past | Community engagement |
| Evansville Catholic Foundation | Past Chair | Past | Non-profit board leadership |
| Foresight Energy, LP (NYSE) | Past Board Member | Past | Public company board experience |
Board Governance
- Independence: The board annually determines independence; all nominees except the CEO were affirmed independent, including Hermann .
- Lead Independent Director: Hermann was appointed Lead Independent Director in Jan 2025. Responsibilities include presiding when the Chair is absent, leading quarterly independent director sessions, advising on board information flow, leading board/CEO evaluations, mentoring new directors, and serving as interim Chair if needed .
- Committee Assignments (2024 structure):
- Executive Committee (Vice Chair; 5 meetings in 2024)
- Nominating & Corporate Governance Committee (Chair; 4 meetings in 2024)
- Talent Development & Compensation Committee (Member; 5 meetings in 2024)
- Attendance & Engagement: The board met 5 times in 2024; each director attended ≥75% of board and committee meetings. 13/15 directors had 100% attendance; the remaining two had 94% and 89% .
- Executive/Independent Sessions: Board and committees (except Executive Committee) hold executive sessions at least quarterly .
- Overboarding: No ONB director serves on more than one other public board; advance notice to Nominating Chair and CEO required before accepting other boards .
- Related Party Transactions: None requiring Item 404 disclosure in 2024; any director/officer banking relationships conducted at market terms and ordinary course .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Cash Retainer | $60,000 | Non-employee directors |
| Annual Stock Grant | $100,000 (fully-vested common stock) | Directors meeting ownership guidelines may elect to receive stock component in cash |
| Lead Independent Director Additional Retainer | $35,000 | Role applicable as of Jan 2025 for Hermann |
| Committee Fees (Member/Chair) | Audit: $10,000 / $20,000; Enterprise Risk: $8,500 / $13,500; Compensation: $8,500 / $13,500; Nominating: $7,500 / $12,500; Executive: $7,500 / N/A | Executive Committee chaired by CEO; no chair fee |
| Stock Ownership Guidelines | 5x annual cash retainer | Applies to directors |
2024 Director Compensation – Hermann (actual paid):
| Metric | 2024 Amount |
|---|---|
| Cash Fees (retainers/committees) | $39,510 |
| Stock Awards (grant-date fair value) | $159,990 |
| Deferred Comp Earnings | — |
| Total | $199,500 |
Performance Compensation
- ONB does not use performance-based compensation for directors; director equity is paid as fully-vested common stock with no performance metrics or vesting schedules .
Other Directorships & Interlocks
- Current public company boards: None disclosed for Hermann .
- Prior public boards: Foresight Energy, LP (NYSE) .
- Compensation Committee interlocks: None; no insider participation in ONB’s Compensation Committee .
- Overlapping roles with customers/suppliers: ONB notes ordinary-course relationships at market terms; no related person transactions requiring disclosure in 2024 .
Expertise & Qualifications
- Core skills: Operations leadership, finance/accounting, M&A, risk, governance, compensation .
- Education: B.S. Accounting, Indiana State University (1979); licensed CPA (past) .
- Board leadership: Lead Independent Director; Chair of Nominating & Corporate Governance; Vice Chair of Executive; member of Compensation .
Equity Ownership
| Holder | Common Shares Beneficially Owned | % of Common | Depositary Shares (Series A & C) |
|---|---|---|---|
| Daniel S. Hermann | 55,547 | <1% | — |
Notes:
- Ownership computed vs. 319,312,019 common shares outstanding as of March 20, 2025 .
- Director & officer group (25 persons): 2,812,205 shares (0.87%); 27,500 depositary shares (0.57%) .
- Pledging/hedging: Company prohibits employees and executive officers from hedging/pledging; director-specific restrictions not separately disclosed in proxy .
Insider Trades
| Date | Type | Shares | Price/Value | Source |
|---|---|---|---|---|
| 11/13/2025 | Stock issued as annual director compensation (cash/equity mix) | 8,177 | $20.79 | |
| 09/17/2024–09/15/2025 | Dividend reinvestment plan acquisitions | 1,433 | n/a | |
| 11/14/2024 | Stock Award (Grant) | 99,997 (value) | $21.80 (grant price reference) |
Governance Assessment
- Strengths: Independent status with elevated responsibility as Lead Independent Director; strong committee leadership (Chair of Nominating & Governance; Vice Chair of Executive; member of Compensation), signaling deep involvement in board effectiveness, succession planning, and pay governance . High board engagement and attendance culture (≥75% for all; majority 100%) supports effective oversight . Director compensation structure is balanced and market-aligned; equity paid in fully-vested stock promotes ownership alignment, with 5x retainer guideline .
- Potential conflicts: ONB reports no related person transactions requiring disclosure in 2024; director/customer relationships conducted at market terms . No overboarding issues; advance notice policy mitigates capacity risk .
- Investor signals: Robust governance framework with quarterly executive sessions and formal independence determinations . Say-on-pay voted ~91% in favor at 2024 annual meeting, indicating shareholder support for compensation governance (though focused on NEOs) .
- Red Flags: None disclosed regarding hedging/pledging by directors, related-party transactions, attendance shortfalls, or director compensation anomalies; insider transactions reflect routine director compensation and DRIP participation .