Anne D. McCallion
PennyMac Financial ServicesAbout Anne D. McCallion
Anne D. McCallion, age 70, has served on PennyMac Financial Services, Inc.’s (PFSI) Board since February 2018 and is an independent director with deep finance and operations credentials. She is former Senior Managing Director and Chief Enterprise Operations Officer (2017–Jun 2019), former Senior Managing Director and CFO (Feb–Dec 2016), and former CFO (Jan 2013–Feb 2016) at PFSI and affiliates; previously Senior Managing Director, Finance at Countrywide Financial/Bank of America (1991–2008). She holds a B.S. from Gannon University and an MBA from Ashland University and is a CPA (inactive) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| PFSI | Senior Managing Director & Chief Enterprise Operations Officer | Jan 2017 – Jun 2019 | Led enterprise operations; retired Jun 2019 |
| PFSI | Senior Managing Director & Chief Financial Officer | Feb 2016 – Dec 2016 | Finance leadership |
| PFSI | Chief Financial Officer | Jan 2013 – Feb 2016 | CFO; built finance infrastructure |
| PNMAC (affiliate) | Various senior finance/executive roles | 2009 onward until retirement | Executive roles across finance/operations |
| PMT (affiliate) | Senior Managing Director & Chief Enterprise Operations Officer | Jan 2017 – Jun 2019 | Oversight of operations |
| PMT | Chief Financial Officer | 2009 – Dec 2016 | CFO at PMT’s formation through 2016 |
| Countrywide Financial/Bank of America (successor) | Senior Managing Director, Finance | 1991 – 2008 | Senior finance executive |
| FASB | Member of technical staff | Not disclosed | Accounting standard-setting experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Pacific Mercantile Bancorp (NASDAQ: PMBC) | Director | Not disclosed | Prior public company directorship |
| Pacific Mercantile Bank | Director | Not disclosed | Prior bank directorship |
Board Governance
- Independence: Board determined 82% of directors are independent; McCallion is independent under NYSE rules .
- Current committees (2025): Audit member; Compensation member; Finance Committee Chair .
- 2024 committee chronology: Served on Finance (Chair) and Audit; joined Compensation Committee after Dec 31, 2024; Risk membership ended Dec 31, 2024 .
- Attendance: Board held 15 meetings in 2024; each incumbent director attended ≥75% of Board/committee meetings; all directors attended the 2024 annual meeting .
- Governance practices: Majority voting for uncontested director elections; director resignation policy; independent lead director (Jeffrey A. Perlowitz) presides executive sessions; stock ownership guidelines for non-management directors set at 5x base annual retainer .
Fixed Compensation
| Component | 2024 Value | Detail |
|---|---|---|
| Base annual retainer (cash) | $92,500 | Standard for non-management directors |
| Audit Committee membership fee | $10,000 | 2024 membership |
| Finance Committee membership fee | $7,750 | 2024 membership |
| Finance Committee chair fee | $10,750 | 2024 chair |
| Fees earned or paid in cash (reported) | $121,000 | Matches 2024 roles; no “in-lieu shares” election disclosed for McCallion |
| Annual RSU grant (grant date 2/29/2024) | $157,460 | 1,854 RSUs at $84.93 grant-date fair value; vest on first anniversary |
| Payment in shares policy | N/A (policy available) | Board permits fee election in fully vested shares (not used by McCallion in 2024) |
| Change-of-control treatment | N/A (policy) | Non-management director awards assumed/substituted/continued; if not, vest fully |
Performance Compensation
Directors do not have performance-based equity or cash incentives; non-management director RSUs are time-based and vest on the first anniversary of grant.
| Metric | Structure | FY2024 Inputs | Payout Mechanics |
|---|---|---|---|
| Director Equity Awards | Time-based RSUs | 1,854 RSUs; grant-date fair value $84.93 | Vest at 1-year; no performance hurdles |
Other Directorships & Interlocks
| Company | Relationship | Interlocks/Conflicts |
|---|---|---|
| Pacific Mercantile Bancorp; Pacific Mercantile Bank | Prior directorships | No shared directorships with PFSI competitors/suppliers/customers disclosed |
| Compensation Committee interlocks | None | Committee disclosed composition; no interlocks during 2024; McCallion added post-12/31/2024 |
Expertise & Qualifications
- Financial expert credentials: Former CFO at PFSI/PMT; CPA (inactive); FASB technical staff experience; Audit Committee membership; Board states Audit Committee members are financially literate under NYSE rules .
- Industry experience: Decades in mortgage banking operations and finance; senior roles across production/servicing enterprises .
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Common stock beneficially owned | 222,437 | Includes 154,956 shares held by McCallion Family Trust; 67,481 shares underlying options exercisable by May 30, 2025 |
| Ownership as % of outstanding | <1% | Based on 51,658,984 shares outstanding as of Mar 31, 2025; table indicates less than 1% |
| RSUs outstanding (as of 12/31/2024) | 1,854 | Director annual grant |
| Pledged shares | None | “None of the shares have been pledged as security” ; directors restricted from pledging/hedging by policy |
| Stock ownership guideline | 5x base retainer | Non-management directors must meet within 5 years; directors ≥5 years are in compliance |
Governance Assessment
- Board effectiveness: McCallion chairs the Finance Committee and serves on Audit and Compensation, aligning her finance/operations expertise with oversight of capital structure, liquidity, financial reporting, and executive pay; Audit members are financially literate, and committees met regularly in 2024 (Audit 12x; Finance 4x; Compensation 4x) .
- Independence and prior executive history: Although a former PFSI/PMT executive (retired 2019), the Board affirmed her independence under NYSE rules; she joined Compensation Committee post-12/31/2024, which warrants monitoring for perceived independence but conforms to governance standards .
- Attendance and engagement: Met attendance thresholds and attended the annual meeting; continued investor support—re-elected at 2025 meeting with 45,516,367 votes for vs. 43,821 against (very high margin) .
- Pay alignment and policies: Director pay mix emphasizes equity (time-based RSUs); robust ownership guidelines and strict anti-hedging/anti-pledging policies enhance alignment and mitigate risk; no related-party transactions involving McCallion are disclosed; Related Party Matters Committee oversees conflicts .
- Red flags: None evident in disclosures—no pledging/hedging; no RPTs identified; prior executive role plus Compensation Committee membership may be viewed by some investors as a potential independence perception risk; ongoing compliance with independence standards and committee charters mitigates this concern .
Key signals: Strong shareholder re-election support, multi-committee roles including chairmanship, and ownership/alignment policies support investor confidence; watch perceived independence given historical executive role on Compensation Committee, and monitor future related-party disclosures and committee decisions .