Christina Favilla
Priority Technology HoldingsAbout Christina Favilla
Independent director of Priority Technology Holdings (PRTH) since October 2019; age 57. Former COO at Sterling National Bank (2017–2018), COO of GE Capital’s lending and leasing business (2012–2017), and President of Discover Bank for six years prior to 2012. Expertise spans risk management, P&L ownership, and IT governance; MBA in Information Systems from Fordham Gabelli School of Business. Determined independent under Nasdaq rules; board majority is independent. Board and committee attendance in 2024 was 100% across all directors and committees.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Sterling National Bank | Chief Operating Officer | Jul 2017 – Dec 2018 | Senior operating leadership in banking; risk and IT governance focus |
| GE Capital (lending & leasing) | Chief Operating Officer | Feb 2012 – Jun 2017 | Scaled platform in regulated environment |
| Discover Bank | President | ~2006 – 2012 (six years prior to 2012) | Consumer finance operating leadership |
External Roles
| Company | Role | Tenure/Status | Notes |
|---|---|---|---|
| Opportunity Financial (NYSE: OPFI) | Director | Current | Specialty consumer finance; public board service |
| Privately held fintech company | Director | Current | Private company board member |
Board Governance
| Item | Detail |
|---|---|
| Independence | Independent director under Nasdaq; PRTH board majority independent (Crisafulli, Davis, Favilla, Main, Passilla) |
| Committees | Audit (Member); Compensation (Member); Nominating & Governance (Chair) |
| Chair roles | Chair, Nominating & Governance Committee |
| Board leadership | CEO also serves as Chair (combined role) |
| Meetings (2024) | Board met 6x; Audit 4x; Compensation 2x; Nominating & Governance 1x |
| Attendance (2024) | All directors attended all Board and applicable committee meetings |
| Executive sessions | Regular sessions of non-management directors held |
| Policies | Code of Ethics; insider trading policy (anti-hedging/anti-pledging); stock ownership requirements and clawback framework referenced |
Fixed Compensation (Director)
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer | $60,000 | Paid to independent directors; monthly installments; subject to debt/equity agreement restrictions; deferred amounts accrue 6% interest until payable |
| Committee chair fees | $5,000 | For Nominating & Governance Committee Chair (Favilla’s role) |
| Audit Committee chair fee | $25,000 | Applies to Audit Chair (not Favilla) |
| Christina Favilla – Fees Earned (2024) | $65,000 | Reflects base retainer plus $5,000 chair fee |
Performance Compensation (Director)
| Equity Element | Grant Value | Vesting | Structure |
|---|---|---|---|
| Annual restricted stock (independent directors) | $100,000 | Vests over four quarters | Time-based restricted stock; no performance conditions disclosed |
| Christina Favilla – Stock Awards (2024) | $100,000 | Vests over four quarters | Reported in Director Compensation table |
No director options, PSUs, or performance metrics are disclosed for directors; director equity is time-based restricted stock only.
Other Directorships & Interlocks
| Category | Details |
|---|---|
| Public company boards | Opportunity Financial (OPFI) – Director |
| Private boards | Privately held fintech company – Director |
| Interlocks/conflicts | No related-party transactions with Ms. Favilla disclosed in the proxy; PRTH notes anti-hedging/anti-pledging policy . No related-party transaction section naming her was found in the 2025 proxy. |
Expertise & Qualifications
- Banking/fintech operating leadership: COO roles at Sterling and GE Capital; President, Discover Bank
- Risk management, P&L, IT governance, people leadership
- Education: MBA, Fordham Gabelli School of Business (Information Systems)
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Notes |
|---|---|---|---|
| Christina Favilla | 125,239 | <1% | As of record date April 16, 2025; PRTH had 79,753,476 shares outstanding |
Company-wide policy references stock ownership requirements and an anti-hedging/anti-pledging policy; specific director ownership multiples are not disclosed in the proxy.
Governance Assessment
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Strengths
- Independent director with deep banking risk and operations expertise; serves on all three key committees and chairs Nominating & Governance—indicates high engagement and influence on governance practices. 100% attendance record for 2024 across board/committees strengthens confidence in oversight rigor.
- Board maintains clawback policy, anti-hedging/anti-pledging rules, stock ownership requirements, and net share retention/hold practices—positive alignment mechanisms.
- Director equity is delivered as time-based restricted stock with quarterly vesting, aligning compensation with shareholder outcomes without promoting excessive risk-taking.
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Watch items
- CEO/Chair roles are combined, concentrating authority; while not uncommon, investors often prefer independent chair or strong lead independent director—no lead independent director is disclosed.
- Director cash fee payments are subject to restrictions under financing agreements; unpaid installments accrue interest at 6% until permitted to pay, which is unusual and may reflect financing covenants impacting governance optics.
- Ownership alignment: Favilla’s beneficial ownership is <1%; while standard for small-cap boards, some investors prefer explicit director ownership guideline multiples (not disclosed).
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Conflicts/related-party exposure
- No related-party transactions involving Ms. Favilla are disclosed in the 2025 proxy; company policies prohibit hedging/pledging, which reduces alignment risk.
- External role at OPFI (consumer finance) appears complementary; no transactional overlap with PRTH is disclosed.
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Say-on-pay and shareholder engagement context
- Advisory say-on-pay on NEO compensation held in 2025; next planned in 2026. Company cites clawback, anti-hedging/pledging, and ownership requirements among risk controls. Specific prior vote outcomes not provided in this proxy.