Jeffrey Kripitz
About Jeffrey H. Kripitz
Independent director of Parke Bancorp, Inc. (PKBK), age 73 as of December 31, 2024; first elected to the board in 2007 and nominated for re‑election in 2025 to a term expiring in 2028. Retired owner/operator of Jeff Kripitz Agency (insurance), with broad risk exposure across industries; not identified as a public-company “financial expert.” Beneficially owns 256,054 PKBK shares (2.10% of outstanding) including 27,875 options exercisable within 60 days, reflecting meaningful alignment through ownership .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Jeff Kripitz Agency (Northfield, NJ) | Owner and operator (retired) | Not disclosed | Specialized in employee benefits (life, health, long-term care) for businesses and individuals; risk exposure across multiple industries cited as board-relevant experience . |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Federation of Jewish Agencies of Atlantic and Cape May Counties | Former President; Chair of life & legacy program | Not disclosed | Community leadership role; no public-company directorships disclosed in the last five years . |
Board Governance
- Independence: Board determined all non‑employee directors (including Kripitz) are independent under Nasdaq rules; Audit, Compensation, and Nominating committees comprised of independent directors .
- Committees: 2024 committee rosters do not list Kripitz on Audit (Choate, Dalton, Dobson, Sheppard), Compensation (Choate, Dalton, Dobson, Sheppard), or Nominating (Choate, Dalton, Dobson, Infantolino) .
- Attendance: Board met 13 times in 2024; no director attended fewer than 75% of Board and applicable committee meetings .
- Board leadership: Chairman is Daniel J. Dalton; CEO is Vito S. Pantilione (roles separated); risk oversight via Audit, Loan, ALCO and Risk committees (membership of latter not disclosed) .
- Anti‑hedging/pledging: Company has not adopted an anti‑hedging and anti‑pledging policy for directors/officers/employees (hedging/pledging not prohibited) — governance risk factor .
Fixed Compensation (Director; 2024)
| Component | Amount | Notes |
|---|---|---|
| Fees earned (cash) – Kripitz | $131,750 | Total cash compensation as director for 2024; no equity paid to directors in 2024 . |
| Board fee (each other non‑employee director) | $3,000 | Paid regardless of attendance . |
| Annual retainer (each other non‑employee director) | $17,000 | Paid regardless of attendance . |
| Annual “bonus” (each other non‑employee director) | $26,250 | Paid to each other non‑employee director . |
| Committee meeting fees | Not itemized by director | Paid for committee attendance; individual breakdown not disclosed . |
Directors were compensated in cash only; no 2024 stock or option awards to directors. Fees are paid by the Bank; Company does not pay additional fees .
Performance Compensation (Director; 2024)
- Equity awards/grants to directors: None in 2024 .
- Performance metrics tied to director pay: None disclosed; director pay structure is fixed cash (retainers/fees/“bonuses” and meeting fees), not performance‑conditioned .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Beneficial ownership (shares) | 256,054 | As of record date March 12, 2025; includes shares acquirable within 60 days . |
| Percent of common stock | 2.10% | Based on 11,842,596 shares outstanding at record date . |
| Options exercisable within 60 days | 27,875 | Included in beneficial ownership . |
| Total options held (12/31/2024) | 30,875 | Aggregate options held by Kripitz; vesting/exercise schedule not itemized . |
| Pledged shares | None indicated for Kripitz | Pledging specifically disclosed for Director Dobson (50,000 shares); none noted for Kripitz . |
| Hedging/pledging policy | No anti‑hedge/pledge policy | Company does not prohibit hedging/pledging; governance risk . |
Other Directorships & Interlocks
| Company/Organization | Type | Role | Committee/Chair | Notes |
|---|---|---|---|---|
| None disclosed (public companies) | Public | — | — | Proxy biographies list no other public company directorships in last five years . |
Expertise & Qualifications
- Insurance and risk management background from operating an employee benefits agency; brings risk perspective and exposure across industries to the board .
- Not designated as Audit Committee Financial Expert (that role is held by Fred G. Choate) .
Related-Party Exposure and Conflicts
- Related-party loans: Aggregate principal balance to officers/directors/affiliates was ~$500,000 at 12/31/2024; terms similar to those for comparable customers; no individual director details disclosed .
- Anti‑hedging/pledging: No prohibitions in place for directors; potential misalignment and reputational risk if used; board culture risk amplified by disclosed share pledge of another director (Dobson) .
- Specific related‑party transactions tied to Kripitz: None disclosed in 2024 proxy .
Governance Assessment
- Alignment: Kripitz’s 2.10% ownership is significant for a community bank director and signals tangible “skin‑in‑the‑game” .
- Engagement: Meets attendance threshold; long tenure (since 2007) provides institutional knowledge but may raise refreshment considerations; he is up for re‑election in 2025 for a term to 2028 .
- Committee influence: Not serving on Audit, Compensation, or Nominating committees per 2024 rosters, limiting direct role in key oversight areas; neutral to slightly negative for board effectiveness relative to peers .
- Pay structure: Director pay is all cash with retainers, “bonuses,” and meeting fees; absence of equity grants reduces direct long‑term performance linkage at the director level, partly offset by his personal stock ownership .
- Policies: Lack of anti‑hedging/pledging policy and disclosed pledge by another director represent governance red flags; investors may press for a formal prohibition to strengthen alignment and risk posture .
- Conflicts: No Kripitz‑specific related‑party transactions disclosed; aggregate insider lending is modest and on market terms .
RED FLAGS: Absence of anti‑hedging/pledging policy for directors/officers; board‑level tolerated pledging (by another director); no equity component in director compensation despite meaningful personal ownership by Kripitz .
Key Reference Citations
- Director bio, age, tenure, ownership and nomination:
- Independence and committees:
- Attendance and meetings:
- Director compensation totals and structure:
- Shares outstanding (denominator for % ownership):
- Anti‑hedging/pledging policy:
- Related‑party loans: