Elizabeth Milavsky
About Elizabeth A. Milavsky
Elizabeth A. Milavsky is an independent director of Parke Bancorp (PKBK), serving on the board since 2020; she was 73 years old as of December 31, 2024, and her current term expires in 2026 . She retired from Parke Bank on January 21, 2020 as Executive Vice President and Chief Operating Officer after joining the Bank in 2004, overseeing operations, HR, IT, and compliance . Her banking career began in 1969 at Aetna Federal S&L, rising to Vice President until its 1982 merger with Roxborough Manayunk Bank, where she served as Senior Vice President of Operations with responsibilities spanning Electronic Banking, IT, Retirement and Check Processing, and retail branch operations—experience the board describes as a “significant asset” . The board classifies all non-employee directors as independent under Nasdaq rules, which includes Ms. Milavsky .
Past Roles
| Organization | Role | Tenure | Committees / Impact |
|---|---|---|---|
| Parke Bank (PKBK) | Executive Vice President & Chief Operating Officer | 2004–Jan 21, 2020 | Led administration of bank operations, HR, IT, compliance |
| Aetna Federal S&L | Various roles; rose to Vice President | 1969–1982 | Progressive operating leadership in banking functions |
| Roxborough Manayunk Bank (Philadelphia) | Senior Vice President, Operations | Post-1982 (after Aetna merger) | Oversaw Electronic Banking, IT, Retirement, Check Processing, retail branch network |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| — | None disclosed | — | The proxy biographies include any public company directorships in the last 5 years; none are listed for Ms. Milavsky . |
Board Governance
- Independence: The board determined all non‑employee directors are independent under Nasdaq rules; Ms. Milavsky is a non‑employee director .
- Committee assignments (2024): Audit Committee (Choate – Chair, Dalton, Dobson, Sheppard); Compensation Committee (Choate, Dalton, Dobson, Sheppard); Nominating Committee (Choate, Dalton, Dobson, Infantolino). Ms. Milavsky is not listed as a member or chair of these committees .
- Attendance and engagement: The board met 13 times in 2024; no director attended fewer than 75% of board and relevant committee meetings. All directors attended the 2024 annual meeting online .
- Leadership structure and risk oversight: CEO and Chairman roles are separated, which the board states enhances independence and oversight. Risk oversight occurs at the board and committee level, including Audit, Loan, and Asset/Liability and Risk committees .
- Hedging/pledging policy: The company has not adopted an anti‑hedging and anti‑pledging policy for directors, officers, and employees (per the proxy’s “Employee, Officer and Director Hedging” disclosure) .
Fixed Compensation (Director)
| Component | Amount / Detail | Source |
|---|---|---|
| Total fees earned, 2024 (cash) | $118,750 | |
| Equity compensation, 2024 | None (directors received only cash in 2024) | |
| Board fee schedule (2024) – Chairman | $9,000 | |
| Board fee schedule (2024) – Other directors | $3,000 | |
| Annual retainer – Chairman | $77,000 | |
| Annual retainer – Audit Committee Chairman | $38,000 | |
| Annual retainer – Vice Chairman | $25,000 | |
| Annual retainer – Each other non‑employee director | $17,000 | |
| Director “bonuses” (2024) – Chairman | $45,750 | |
| Director “bonuses” (2024) – Audit Committee Chairman | $30,450 | |
| Director “bonuses” (2024) – Vice Chairman | $31,600 | |
| Director “bonuses” (2024) – Each other non‑employee director | $26,250 |
Notes: Directors also received committee meeting attendance fees; total board fees across all non‑employee directors were $1,099,549 in 2024 .
Performance Compensation (Director)
| Element | 2024 Detail | Metrics / Vesting |
|---|---|---|
| Equity grants (RSUs/PSUs/Options) | None granted to directors in 2024 (compensation was cash only) | No performance metrics disclosed for director pay |
| Performance metrics tied to director pay | None disclosed | — |
The proxy does not disclose TSR, financial, or ESG performance metrics for non‑employee director compensation; “bonuses” appear as fixed director compensation line items, not performance‑plan outcomes .
Other Directorships & Interlocks
| Company | Role | Committee Roles | Notes |
|---|---|---|---|
| — | None disclosed (public company boards, last 5 years) | — | Proxy biographies include such directorships if any; none listed for Ms. Milavsky . |
Expertise & Qualifications
- 50+ years of operating experience in banking, including senior operations leadership, IT, HR, compliance, and retail network management .
- Deep company knowledge from tenure as Parke Bank’s EVP & COO; board describes her experience as a significant asset to the board .
Equity Ownership
| Ownership Detail | Amount | Source |
|---|---|---|
| Beneficial ownership (as of record date in proxy) | 88,953 shares | |
| Percent of class | <1% | |
| Options exercisable within 60 days (included in beneficial ownership) | 37,131 | |
| Options owned at 12/31/2024 (director table) | 40,131 | |
| Pledged shares | None disclosed for Ms. Milavsky; footnotes flag 50,000 pledged shares for Director Dobson (context) |
Beneficial ownership includes shares held directly/indirectly and shares acquirable via options within 60 days of the record date .
Governance Assessment
-
Positives
- Independence: Classified as independent with other non‑employee directors under Nasdaq rules, supporting board objectivity .
- Attendance and engagement: Board met 13 times; no director fell below 75% attendance; full board attendance at the 2024 annual meeting indicates engagement .
- Experience relevance: Extensive bank operations, IT, HR, and compliance background; the board views her as a significant asset, bolstering oversight of operational risk and controls .
- Leadership structure: Separation of Chair and CEO roles supports independent oversight; risk oversight processes described at board and committee levels .
-
Watch items / RED FLAGS
- No anti‑hedging/anti‑pledging policy: Company permits hedging/pledging by directors and executives—misaligned with many governance best practices and a potential red flag for shareholder alignment .
- Director “bonuses” without disclosed performance metrics: Director compensation includes “bonuses” but the proxy discloses no performance metrics governing these amounts; directors received only cash in 2024, with no equity-based, at‑risk alignment features .
- Related‑party loans exist (aggregate): The bank had $500,000 in loans outstanding to officers, directors, and affiliates at year‑end 2024, stated to be on market terms; no individual breakdown provided (limits transparency) .
- Committee influence: Ms. Milavsky is not listed on Audit, Compensation, or Nominating committees in 2024, reducing direct influence over key oversight areas; Audit Chair/financial expert roles are held by another director (Choate) .
Overall: Ms. Milavsky brings deep operating expertise and institutional knowledge with solid attendance and independence. The broader governance environment includes permissive hedging/pledging and cash‑heavy director pay with “bonuses” lacking disclosed performance criteria—worth monitoring for alignment and optics, though no specific conflicts or attendance issues are attributed to Ms. Milavsky individually .