Maryann Goebel
SEACOAST BANKING CORP OF FLORIDAAbout Maryann Goebel
Independent director since 2014; age 74; independent IT management consultant since 2012. Former EVP/CIO of Fiserv (2009–2012) and CIO roles at DHL Express, General Motors (North America, Europe, Truck Group), Frito-Lay, and Bell Atlantic NYNEX Mobile; BS in Mathematics from Worcester Polytechnic Institute; NACD CERT Certificate in Cybersecurity Oversight (2017). Currently serves on SBCF’s board and as Chair of the Compensation & Governance Committee; designated independent under Nasdaq rules with one other public company board (RPAY).
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Fiserv, Inc. | EVP & Chief Information Officer | 2009–2012 | Led internal IT systems, infrastructure, operations, engineering and middleware services. |
| DHL Express | Chief Information Officer | 2006–2009 | Shaped strategic IT direction globally. |
| General Motors North America | Chief Information Officer | 2003–2006 | Led large-scale IT transformation. |
| Frito-Lay | Chief Information Officer | 2001–2002 | Enterprise IT leadership. |
| General Motors Europe | Chief Information Officer | 1999–2001 | Enterprise IT leadership. |
| GM Truck Group | CIO | 1997–1999 | Enterprise IT leadership. |
| Bell Atlantic NYNEX Mobile (now Verizon Mobile) | CIO | 1995–1997 | Enterprise IT leadership. |
| Texas Instruments; Aérospatiale Helicopter; Southland Corporation | Senior IT leadership positions | Various | Senior roles across complex IT environments. |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| Repay Holdings Corporation (RPAY) | Independent Director | Since 2019 | Chair, Technology Committee; Audit Committee member 2019–2022. |
Board Governance
- Independence: Listed as independent; Board had 75% independent directors in 2024.
- Committee assignments and chair roles: Compensation & Governance (Chair), Audit, Enterprise Risk Management, Information Technology.
- Attendance: Board held 6 regular and 1 special meeting in 2024; each director attended at least 75% of Board and committee meetings; Audit Committee met 8x, CGC 6x, ERMC 4x, ITC 4x.
- Governance processes: CGC oversees director succession, compensation, governance; independent consultant Alvarez & Marsal engaged in 2024 with no conflicts found; independent directors hold executive sessions and elect a Lead Independent Director annually.
- Director stock ownership policy: Minimum 3x annual base retainer within four years; retain 75% of shares until target met and 50% of shares for one year after; all directors meet the minimum.
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Cash retainer | $75,000 | Structure includes $45,000 base cash retainer and $30,000 CGC Chair retainer (pro-rated if rotation). |
| Stock awards | $87,508 (grant-date fair value) | Annual director stock award totaled $87,500 (62,500 post-annual meeting + 25,000 in Dec 2024); directors’ grants vested, with no unvested director stock at year-end (except legacy officer grants for Hudson/Arriola). |
| Options | $0 | Directors may elect up to 30% of cash in vested options; none elected in 2024. |
| Total | $162,508 | Sum of cash and stock award grant-date value. |
Performance Compensation
- No performance-based metrics are attached to non-employee director compensation; equity grants are issued as common stock and were vested for directors in 2024 (no unvested director awards at year-end, subject to noted exceptions for legacy officer grants).
Other Directorships & Interlocks
| Company | Relationship to SBCF | Potential interlock/transaction disclosed |
|---|---|---|
| Repay Holdings (RPAY) | Unrelated payments platform | No SBCF-related transaction disclosed in proxy. |
Expertise & Qualifications
- Deep expertise in complex IT environments, digital transformation, cybersecurity oversight, and aligning IT strategy with business priorities; recognized among “100 Leading Women in the North American Auto Industry” (2005); WPI alumni professional achievement award; NACD CERT in Cybersecurity Oversight.
- Board skills matrix emphasizes cybersecurity/information security and technology oversight among board competencies.
Equity Ownership
| Item | Amount |
|---|---|
| Beneficial ownership (shares) | 40,301 |
| Shares in Directors’ Deferred Compensation Plan | 28,740 |
| Stock options exercisable within 60 days | 5,561 |
| Shares outstanding (Record Date) | 85,614,460 |
| Ownership as % of shares outstanding | ~0.047% (40,301 / 85,614,460) |
Pledging/Hedging policy restricts hedging and requires advance approval for pledging with limits and reasonable purposes; directors subject to these constraints, reducing alignment risks.
Governance Assessment
- Strengths: Independent director; chairs CGC with active oversight (6 meetings in 2024) and use of independent consultant without conflicts; sits on Audit, ERMC, and ITC, contributing IT/cyber expertise directly to risk and technology governance; meets stock ownership guidelines and holds meaningful equity (including DDCP), supporting alignment.
- Signals of effectiveness: Strong board independence, structured executive sessions and lead independent director; say-on-pay support of ~97% indicates compensation oversight aligned with shareholders.
- Conflicts/related-party: No related-party transactions disclosed involving Goebel; Audit Committee pre-approves related-party arrangements and is fully independent.
- Watchpoints: Prior CIO role at Fiserv could be a perceived conflict if SBCF were to engage Fiserv materially; no such relationship is disclosed in the proxy—monitor vendor disclosures and committee charters for any recusal notes.