John Strong
About John A. Strong
Independent director since 2018; age 64. Chairman & CEO of Bankers Financial Corporation since 2010 and former President & Managing Partner of Greensboro Radiology (2005–2010). Education: B.S. in Mathematics (Duke University), M.D. (Michigan State University College of Human Medicine), residency/fellowship in Radiology at Duke University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Bankers Financial Corporation | Chairman & CEO | Jul 2010–present | Led diversified financial services operations |
| Bankers Financial Corporation | Director | 2007–present | Board oversight |
| Greensboro Radiology | President & Managing Partner | 2005–2010 | Operational leadership |
| Phillips Edison Grocery Center REIT II, Inc. | Director | May 2017–Nov 2018 | Pre-merger governance; merged into PECO |
External Roles
| Organization | Role | Public/Private | Notes |
|---|---|---|---|
| Bankers Financial Corporation | Chairman & CEO; Director | Private | Insurance, lender services, warranties, surety |
| Greensboro Radiology | President & Managing Partner (former) | Private | Healthcare group leadership |
Board Governance
- Independence: PECO boards and committees comprised solely of independent directors; Strong is an independent director under Nasdaq rules .
- Committee assignments: Chair, Compensation Committee; Member, Nominating & Governance Committee .
- Meetings and attendance: Board held 4 meetings in 2024; every director attended 100% of Board and applicable committee meetings; independent directors held executive sessions at all regularly scheduled meetings. In 2023 the same attendance standard was achieved .
- Committee activity: Compensation Committee had 4 meetings in 2024 (Strong as Chair); Nominating & Governance had 4; Audit had 4 . In 2023, Compensation Committee held 5 meetings .
- Lead Independent Director and independent oversight: Independent directors meet in executive session; committees are independent-only .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Director Cash Retainer | $65,000 | Non-employee directors |
| Compensation Committee Chair Fee | $20,000 | For chair service |
| Nominating & Governance Committee Member (Non-Chair) | $15,000 | Per member |
| Equity Grant (Restricted Stock or Class B Units) | $110,000 | Granted after Annual Meeting; vests by next Annual Meeting or first anniversary |
| Director | 2023 Fees ($) | 2024 Fees ($) |
|---|---|---|
| John A. Strong | 93,750 | 100,000 |
Performance Compensation
- PECO does not disclose any performance-based compensation for directors; director equity awards are time-based and vest by the next Annual Meeting .
- As Compensation Committee Chair, Strong oversees executive pay programs and metrics:
- 2024 annual cash incentive metrics and results:
| Metric | Threshold | Target | Maximum | Actual | Weight |
|---|---|---|---|---|---|
| Adjusted FFO per share ($) | 1.92 | 1.99 | 2.07 | 2.00 | 50% |
| Same-Center NOI Growth (%) | 3.5 | 4.0 | 5.0 | 3.8 | 20% |
- 2024 LTI program for executives: 60% performance-based (Relative TSR vs FTSE Nareit Equity Shopping Centers), 40% time-based; threshold 30th percentile, target 50th, max 75th; with an absolute TSR cap if TSR is negative .
Director Compensation (Actuals)
| Year | Fees Earned in Cash ($) | Stock Awards ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|---|
| 2023 | 93,750 | 110,000 | 6,892 | 210,642 |
| 2024 | 100,000 | 110,000 | 5,303 | 215,303 |
- Unvested director equity: 3,364 restricted shares/Class B Units for non-employee directors including Strong at 12/31/2024 .
Other Directorships & Interlocks
- Current public company directorships: None disclosed for Strong .
- Prior PECO-affiliated directorship: Director of Phillips Edison Grocery Center REIT II prior to merger .
- Interlocks/conflicts: Compensation Committee attributes note no member was an officer or former officer, nor party to related-party transactions requiring disclosure in 2024/2023 .
Expertise & Qualifications
- Financial and management expertise; leadership skills; judgment; independence from management and affiliates .
- Healthcare and financial services leadership background (radiology group, diversified financial services) .
Equity Ownership
| Holder | Common Shares | Rights to Common Stock (OP/Units within 60 days) | Total Beneficial | Ownership % |
|---|---|---|---|---|
| John A. Strong | 20,960 | — | 20,960 | <1% (*) |
| Notes | Includes 3,364 unvested restricted shares |
Stock Ownership Policy and alignment:
- Non-management directors must hold 5x annual retainer; to be achieved within five years; if holdings fall below due to price declines, must retain all shares until back above threshold .
- As of Mar 19, 2025, each non-employee director with ≥5 years of service is in compliance (Strong qualifies) .
- Hedging and pledging of PECO securities are prohibited for directors and employees .
Compensation Committee Analysis
- Peer group benchmarking for executive pay updated in 2024: added Tanger, Macerich, Urban Edge; removed Spirit Realty, SITE Centers, American Assets Trust .
- 2024 say-on-pay support: 97.5% approval, indicating strong investor confidence in compensation oversight under the Committee chaired by Strong .
- 2023 say-on-pay support: 96% .
| Year | Say-on-Pay Approval (%) |
|---|---|
| 2023 | 96.0 |
| 2024 | 97.5 |
Governance Assessment
-
Strengths:
- Independent director with 100% attendance in 2024 and strong committee engagement .
- Chairs an independent-only Compensation Committee with clear metrics (Adjusted FFO, Same-Center NOI; Relative TSR) linking pay to performance .
- Robust stock ownership and clawback policies; prohibition on hedging/pledging; director SOP compliance for ≥5-year directors .
- No related-party transactions involving Compensation Committee members; reinforces independence and mitigates conflicts .
-
Potential considerations:
- External CEO role at Bankers Financial Corporation: while no related-party transactions are disclosed for Strong, continued monitoring for time commitments and any future business dealings is prudent (no such transactions disclosed) .
- Broader company-related party items (e.g., aircraft leases with an entity 50% owned by CEO Edison) exist but do not involve Strong; context for overall governance environment .
-
Signals:
- Rising say-on-pay support and formulaic, multi-metric incentive design suggest effective compensation governance under Strong’s chairmanship .
RED FLAGS: None disclosed specific to Strong (no related-party transactions, no hedging/pledging, SOP compliance for long-tenured directors) .