Kenneth R. Gant
About Kenneth R. Gant
Kenneth R. Gant, MBA, is an independent director of Quaint Oak Bancorp, Inc. (QNTO). He is currently retired and previously served as Associate Agent/Operations Manager at Landis Agencies (insurance) from February 2008 to November 2020; he holds CIC, CPCU, and CRM designations, bringing a risk management perspective to the board. Age 66 (as of March 25, 2025), he has served as a director since 1986, making him one of the board’s longest-tenured independent directors .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Landis Agencies (Insurance) | Associate Agent; Operations Manager | Feb 2008 – Nov 2020 | Built practical risk management expertise applicable to bank oversight |
| Various (professional education) | MBA; CIC, CPCU, CRM designations | N/A | Advanced risk management and insurance expertise |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| None disclosed (public companies) | — | — | — |
The 2025 and 2024 proxy biographies list no other public company directorships for Mr. Gant .
Board Governance
- Independence: The board determined Mr. Gant is independent under Nasdaq standards .
- Committee assignments (holding company): Audit Committee (member); Nominating & Corporate Governance Committee (member). He is not on the Compensation Committee .
- Chair roles: He is not a chair of the three holding-company committees; at the bank-level he serves as Chair of the Risk Management Committee (fee disclosure indicates chair status) .
- Attendance: In 2024, the board met 13 times; no director attended fewer than 75% of board and committee meetings on which they served. All directors attended the May 2024 annual meeting .
- Board leadership structure: Independent Chairman (Robert J. Phillips) separate from CEO, enhancing oversight .
Fixed Compensation
- Structure (Quaint Oak Bank board-level fees for non-employee directors in 2024):
- Annual retainer: $4,500
- Board meeting fee: $575 per meeting (one paid absence permitted)
- Committee meeting fee: $300 per meeting; Chairs: $375 per meeting for Risk Management (Gant), Audit $450, Compensation $375
- Chairman of the Board monthly stipend: $1,625 (not applicable to Gant)
Director cash compensation paid to Mr. Gant (FY2024):
| Metric | Amount |
|---|---|
| Fees Earned or Paid in Cash (2024) | $17,450 |
Year-over-year comparison:
| Year | Fees Earned or Paid in Cash | Stock Awards (Grant-date FV) | Option Awards (Grant-date FV) | Total |
|---|---|---|---|---|
| 2023 | $33,200 | $18,000 | $16,300 | $67,500 |
| 2024 | $17,450 | $0 | $0 | $17,450 |
Notes:
- Fees were reduced in Q4’23 (board and committee fees cut in half), driving lower 2024 cash compensation and no 2024 equity grants for directors .
Performance Compensation
- 2023 Board Equity Grants (in effect during 2024):
- Restricted Stock: 1,000 shares per non-employee director; time-vest 20% annually starting May 10, 2024; fully vested May 10, 2028 .
- Stock Options: 5,000 per non-employee director; exercise price $18.00; vest 20% annually starting May 10, 2024; expire May 10, 2033 .
Outstanding awards at 12/31/2024 (Mr. Gant):
| Instrument | Outstanding Quantity | Terms |
|---|---|---|
| Unvested Stock Awards | 800 | Time-based vesting through May 10, 2028 (20%/yr) |
| Stock Options | 8,000 | Includes 5,000 options (granted 2023) at $18.00 expiring 5/10/2033; balance from prior plans |
Near-term vesting/exercisability (within 60 days of 3/25/2025):
| Instrument | Amount within 60 days |
|---|---|
| Stock Options exercisable | 5,000 |
| Share Awards vesting | 200 |
Performance metrics: Director equity vests time-based only; no performance conditions are disclosed .
Other Directorships & Interlocks
| Company | Type | Role | Potential Interlock/Conflict |
|---|---|---|---|
| None disclosed | — | — | No public company interlocks disclosed in proxy |
Expertise & Qualifications
- MBA; CIC (Certified Insurance Counselor), CPCU (Chartered Property & Casualty Underwriter), CRM (Certified Risk Manager) .
- Four decades of board service; risk management and insurance domain expertise; contributes to Audit and Nominating oversight and chairs bank Risk Management Committee .
Equity Ownership
Beneficial ownership as of March 25, 2025:
| Holder | Shares Beneficially Owned | % of Outstanding |
|---|---|---|
| Kenneth R. Gant, MBA | 49,090 | 1.9% |
Composition details:
- Includes 5,000 options exercisable within 60 days and 200 share awards vesting within 60 days .
- Includes 20,000 shares in his individual retirement account and 800 shares held in custody for his daughter .
- Unvested stock awards at 12/31/2024: 800; options outstanding at 12/31/2024: 8,000 .
- Shares outstanding at record date: 2,627,323 (for % calc context) .
No pledged shares are disclosed; no related-party loans outstanding at 12/31/2024; related-party banking relationships (if any) conducted on market terms .
Governance Assessment
Key positives
- Independence, long tenure, and risk/insurance credentials support Audit Committee effectiveness; active service on Nominating & Governance aids board refreshment and oversight .
- Attendance: No director fell below 75%; board met 13 times; substantive committee activity (Audit 10; Nominating 2) indicates engagement .
- Board leadership: Independent Chair separate from CEO enhances oversight; all directors attended the 2024 annual meeting .
Compensation and alignment
- Director pay tilted to modest cash retainers/fees in 2024 with prior 2023 one-time equity awards vesting over 4–5 years; no 2024 director equity issuance (cost discipline) .
- Mr. Gant’s 1.9% beneficial ownership on a small float provides alignment; combination of directly held, IRA, and vesting equity strengthens skin-in-the-game .
Potential risks/red flags
- No audit committee “financial expert” identified by the board, though members (incl. Gant) are deemed sufficiently expert; may raise investor questions at a financial institution despite compensating factors (committee experience) .
- Nominating & Corporate Governance Committee is chaired by the CEO (Robert T. Strong), an atypical practice that can dilute independent oversight over nominations; however, Gant’s membership provides an independent voice within that committee .
- No specific disclosure of director stock ownership guidelines; investors may prefer explicit minimum ownership standards for directors (no guideline language disclosed).
Say-on-pay and shareholder feedback (context for governance quality)
- Say-on-pay presented in 2025; the board recommends “every three years” on frequency, consistent with the 2019 shareholder advisory recommendation .
Related-party and conflicts
- No loans outstanding to directors or related persons at year-end 2024; banking relationships (if any) on substantially the same terms as for non-related persons; no specific related-party transactions disclosed involving Mr. Gant .
Audit Committee report
- Mr. Gant is one of three signatories to the Audit Committee report recommending inclusion of audited financials in the 2024 10-K, evidencing active participation .