Yong Sin Shin
About Yong Sin Shin
Independent director of OP Bancorp/Open Bank since the Bank’s founding in 2005; age 65. President and Secretary of CJS Groups Inc. (DBA Bicici & Coty Fashion), an apparel manufacturer/wholesaler she founded in 1994; prior fashion design/co‑management role in Brazil (1985–1994). Education: B.S. in Dietary Nutrition, University of São Paulo (1982). Independent under Nasdaq rules; attended all Board and committee meetings in 2024; all directors attended the 2024 Annual Meeting .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CJS Groups Inc. (DBA Bicici & Coty Fashion) | President & Secretary; Founder | 1994–present | Entrepreneurial operator; brings small-business/operator perspective to the Board . |
| Coty Fashion (São Paulo, Brazil) | Fashion designer & co‑manager | 1985–1994 | International business exposure and managerial experience . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Open Stewardship Foundation (company-supported nonprofit) | Board member | Not disclosed | OP Bancorp donates 10% of after-tax income annually; directors (incl. Shin) receive no compensation; not consolidated with the Company . |
| Korean American Chamber of Commerce in Los Angeles | Active member | Not disclosed | Community and business network engagement . |
Board Governance
- Independence: Independent director per Nasdaq rules; one of four independent nominees for 2025 Annual Meeting .
- Tenure/Service: Director since 2005 (Bank founding) .
- Attendance: 2024 Board met 14 times; each incumbent director attended every Board and applicable committee meeting; all directors attended the 2024 Annual Meeting .
- Leadership structure: Chairman and CEO roles separated; majority independent Board .
- Executive sessions: Independent directors meet in executive sessions during the year .
| Committee (2024) | Role | Meetings (2024) | Mandate/Notes |
|---|---|---|---|
| Board Risk & Compliance Committee (BRCC) | Chair | 4 | Oversees enterprise risk, cybersecurity, technology, third‑party risk; reports to Board on cyber risk; ensures Board has appropriate expertise . |
| Audit Committee | Member | 12 | Oversees financial reporting/internal controls; approves related‑party transactions; all members independent/financially sophisticated . |
| Human Resources & Compensation Committee (HRCC) | Member | 6 | Reviews exec/director pay, succession, incentive plan risk/compliance . |
| Nomination & Governance Committee | Member | 4 | Director nominations, governance guidelines, board/committee evaluations . |
Fixed Compensation (Director)
| Year | Cash Fees (USD) | Basis | Notes |
|---|---|---|---|
| 2024 | $60,000 | $5,000 per month for non‑chair directors | Company pays monthly retainers; chairman receives $7,000 per month . |
| 2023 | $60,000 | $5,000 per month for non‑chair directors | Structure consistent year‑over‑year . |
Performance Compensation (Director Equity)
| Grant Date | Instrument | Shares/Value | Vesting/Status | Notes |
|---|---|---|---|---|
| 2024‑06‑27 | Stock award (RSUs) | $30,002 | Unvested shares outstanding at 12/31/24: 3,226 | Aggregate 20,646 shares granted to directors at $9.30 close; per‑director values shown in table . |
| 2023‑06‑22 | Stock award (RSUs) | $29,996 | Unvested shares at 12/31/23: 3,601 | Aggregate 23,047 shares granted to directors at $8.33 close . |
| Plan terms | 2021 Equity Incentive Plan | — | RSUs valued at grant-date fair value; no options outstanding for directors disclosed | Plan authorizes RSUs/options; RSUs valued at FMV on grant date . |
No performance metrics are disclosed for director equity; RSUs are time‑based awards under the equity plan .
Other Directorships & Interlocks
- Public company boards: None disclosed for Shin .
- Interlocks: Member of Open Stewardship Foundation board with other OPBK directors; Company funds Foundation; no compensation to directors; not consolidated .
Expertise & Qualifications
- Entrepreneur/operator of a Los Angeles apparel manufacturer/wholesaler since 1994; contributes “substantial business acumen” and local community/cultural insights .
- Risk oversight experience as BRCC chair, including cybersecurity/ERM oversight .
- Audit, HRCC, Nom/Gov committee service reflects broad governance exposure; not designated the “audit committee financial expert” (that designation held by another director) .
Equity Ownership
| As‑of Date | Shares Beneficially Owned | % of Class | Notes |
|---|---|---|---|
| 2025‑04‑30 | 497,262 | 3.35% | Includes 3,226 RSUs vesting within 60 days . |
| 2024‑04‑30 | 494,036 | 3.31% | Beneficial ownership as of 2024 record date . |
| 2023‑04‑28 | 483,949 | 3.18% | Beneficial ownership as of 2023 record date . |
| 2024‑12‑31 | 3,226 | — | Unvested director RSUs outstanding for Shin . |
- Hedging/pledging: Company maintains an Insider Trading Policy; hedging/other restrictions referenced at high level, but no specific pledging by Shin disclosed .
Shareholder Voting & Engagement Signals
- 2025 director election support: For 8,704,030; Withheld 225,362; Broker non‑votes 2,133,450 (Shin re‑elected) .
- Say‑on‑pay 2025 (advisory): For 8,574,990; Against 296,287; Abstain 58,115; Broker non‑votes 2,133,450 (strong approval) .
- Say‑on‑pay frequency: “One year” received 8,535,724 votes (prevails) .
Related‑Party & Conflicts Review
- Policy: Audit Committee must approve related‑party transactions; only at arm’s‑length terms comparable to third parties; directors with an interest recuse; loans to insiders permitted only on non‑preferential terms .
- Ordinary banking relationships: As of 12/31/24, officers/directors/immediate families had no indebtedness to the Company; aggregate deposits for this group were $2.3 million .
- Open Stewardship Foundation: Company donates 10% of after‑tax income annually; Foundation’s board includes Shin; directors receive no compensation; not consolidated .
Compliance & Insider Filings
| Name | Issue | Detail |
|---|---|---|
| Yong Sin Shin | Section 16(a) delinquency | Form 4 for RSU and common stock acquisitions filed 7/2/2024 (late) . |
Director Compensation Detail (2024)
| Name | Fees Earned (USD) | Stock Awards (USD) | Total (USD) | Unvested Director RSUs at 12/31/24 |
|---|---|---|---|---|
| Yong Sin Shin | $60,000 | $30,002 | $90,002 | 3,226 . |
Governance Assessment
-
Positives
- Independent director with long tenure and 100% attendance; active across Audit, HRCC, Nom/Gov, and as BRCC chair overseeing cybersecurity and enterprise risk .
- Strong ownership alignment: ~3.35% of shares outstanding as of 4/30/2025; sustained multi‑year ownership levels .
- Director compensation structure is modest and balanced between fixed cash retainer and time‑based equity; largely flat year‑over‑year .
- Shareholder support: High “For” votes in 2025 election; say‑on‑pay strongly approved, indicating broader governance support .
-
Watch‑items / potential red flags
- Minor administrative lapse: late Section 16(a) filing for 2024 equity/stock acquisition (Form 4 filed 7/2/2024) .
- Foundation involvement: While disclosed as uncompensated and not consolidated, continued Board participation in Open Stewardship Foundation warrants routine monitoring for perceived conflicts given recurring Company donations (10% after‑tax income) .
No other related‑party transactions, loans, hedging/pledging, or public company interlocks involving Shin are disclosed beyond the items above .