Edward Reinfurt
About Edward Reinfurt
Independent director of Pioneer Bancorp, Inc. (PBFS). Age 72 (as of Dec 31, 2024). Former Director of the Empire State Development Division of Science, Technology and Innovation (NYSTAR); previously Vice President at The Business Council of New York State for 27 years. Joined Pioneer Bank’s board in 2006; has served on the boards of Pioneer Bancorp, Inc. and Pioneer Bancorp, MHC since their incorporation. The board has determined he is independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Empire State Development – Division of Science, Technology and Innovation (NYSTAR) | Director | 2007–2014 (retired 2014) | Led statewide technology and innovation initiatives |
| The Business Council of New York State | Vice President | 27 years (prior to 2007) | Government affairs; broad public policy work (broadband, healthcare access, employment) |
| Carrier Corporation; Associated Industries of New York State | Director of Government Affairs (prior roles) | Not disclosed | State-level policy engagement |
External Roles
| Organization | Role | Sector | Notes |
|---|---|---|---|
| Northeast Health, Inc. | Past Chair and Board Member | Healthcare | Prior nonprofit/health system governance role |
| Various NYS Task Forces/Commissions | Member | Public policy | Appointed to task forces on broadband expansion, healthcare access, employment; prior roles on public health priorities and workforce development accountability teams |
Board Governance
- Board leadership: Independent Chair (Dr. James K. Reed), enhancing independent oversight .
- Independence: Reinfurt is independent (only Amell and Mahoney are non‑independent) .
- Attendance: During the 6‑month transition period (to Dec 31, 2024), the Board held six regular meetings; no director attended fewer than 75% of Board and committee meetings .
- Annual meeting engagement: Eight directors attended the 2024 Annual Meeting of Stockholders .
- Anti‑hedging/pledging: Directors are prohibited from short sales, hedging, and generally from pledging PBFS stock; no exceptions approved .
| Committee | FY 2024 Membership/Chair | 6M Ended Dec 31, 2024 (Transition) |
|---|---|---|
| Audit | Member (committee independent; Chair: Dr. Reed) | Member; Chair: Dr. Reed |
| Compensation | Chair (FY24) | Member; Chair: Dr. Reed |
| Nominating & Corporate Governance | Member (FY24 committee: Mahoney Chair; members include Reinfurt) | Member; Chair: Dr. Reed |
Fixed Compensation
| Period | Cash Fees | Meeting Fees Schedule | Notes |
|---|---|---|---|
| 6 months ended Dec 31, 2024 | $30,000 | $4,600 per Board meeting; $400 per loan committee meeting | No equity grant to Reinfurt in this 6‑month period |
| Fiscal year ended Jun 30, 2024 | $64,400 | $4,600 per Board meeting; $400 per loan committee meeting | Cash fees recorded in FY24 director compensation |
Performance Compensation
Directors receive time‑based equity; no performance metrics disclosed for director equity grants.
| Grant Type | Grant Date | Quantity/Status | Vesting | Strike/Term | Grant Date Fair Value (FY24) |
|---|---|---|---|---|---|
| Restricted Stock (Director) | May 21, 2024 | 15,000 stock awards held by Reinfurt as of Jun 30, 2024 and Dec 31, 2024 | 20% per year beginning May 21, 2025 | N/A | Included in FY24 stock award value of $140,850 for Reinfurt |
| Stock Options (Director) | May 21, 2024 | 25,000 options outstanding per non‑employee director (10,000 for Seifert) as of Jun 30, 2024 and Dec 31, 2024 | 20% per year beginning May 21, 2025 | $9.39 strike; expires May 21, 2034 | Included in FY24 option award value of $96,300 for Reinfurt |
Equity plan: PBFS 2020 Equity Incentive Plan; awards vest ratably over five years; awards would vest upon death, disability, or involuntary termination following a change in control .
Other Directorships & Interlocks
| Type | Company | Role | Potential Conflict |
|---|---|---|---|
| Public company boards | None disclosed | — | — |
| Private/Nonprofit | Northeast Health, Inc. (prior) | Past Chair/Director | No related‑party transactions disclosed tied to this role |
Expertise & Qualifications
- Government affairs and public policy leadership (technology, broadband, healthcare access, employment) .
- Innovation and technology‑economic development (led NYSTAR) .
- Community and nonprofit board experience (Northeast Health, Inc.) .
These credentials align with regulatory strategy and stakeholder engagement needs in community banking.
Equity Ownership
| Holder | Beneficial Ownership | Detail |
|---|---|---|
| Edward Reinfurt | 35,000 shares (less than 1%) | Includes 5,000 options exercisable within 60 days and 15,000 unvested restricted shares |
- Pledging/Hedging: None—no director or executive officer has pledged PBFS stock; anti‑hedging and anti‑pledging policy in place .
Governance Assessment
-
Strengths
- Independent director with long tenure and public‑policy/innovation expertise; serves on all three standing committees .
- Strong independence structure (independent chair; executive sessions) .
- Active committee work and attendance (no director under 75% attendance) .
- Director equity creates alignment; meaningful FY24 equity grants (RS and options) with five‑year vesting .
- Shareholder support: 2025 Say‑on‑Pay approved (20,857,226 For vs. 1,338,049 Against); shareholders favored annual SOP frequency; Board adopted annual cadence .
-
Watch items
- Committee leadership rotation: Reinfurt chaired Compensation in FY24 but not in the transition period (all chairs centralized with independent chair Dr. Reed). Monitor for continuity and succession planning within committees .
- Related party/insider lending: Aggregate insider loans ~$273k at Dec 31, 2024—all on market terms and compliant; no specific loan detail by director disclosed .
-
Red flags
- None disclosed for Reinfurt (no pledging/hedging; no related‑party transactions tied to him; independence affirmed) .
Appendix: Shareholder Voting Signal (2025)
| Proposal | For | Against | Abstain | Broker Non‑Votes |
|---|---|---|---|---|
| Elect Eileen C. Bagnoli (Class) | 20,765,791 | 1,575,693 | — | 1,499,600 |
| Ratify Bonadio & Co., LLP (Auditor) | 23,640,901 | 151,946 | 48,237 | — |
| Say‑on‑Pay (Advisory) | 20,857,226 | 1,338,049 | 146,209 | 1,499,600 |
| Say‑on‑Pay Frequency | One Year: 21,812,034 | Two Years: 228,991 | Three Years: 252,491 | 47,968 |