Maura A. Markus
STIFEL FINANCIALAbout Maura A. Markus
Independent director since 2016 (age 67), and Chair of the Nominations & Corporate Governance Committee and member of the Audit Committee. Markus is a retired banking executive with 25+ years of global experience, including President/COO of Bank of the West and senior leadership roles at Citigroup; she holds an MBA from Harvard Business School and a BA from Boston College (summa cum laude). The Board has determined she is independent under NYSE and SEC rules; Audit Committee members (including Markus) are designated “audit committee financial experts.” She has been recognized multiple times among American Banker’s Most Powerful Women in Banking and currently serves on public company boards at Broadridge Financial Solutions and Diebold Nixdorf.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Citigroup | European Sales & Marketing Director; President, Citibank Greece; President, Citibank N.A.; EVP & Head of International Retail Banking | 1994–2009 (various) | Led international retail banking and U.S. bank operations, bringing extensive global/regulatory experience to SF’s board deliberations. |
| Bank of the West | President, Chief Operating Officer; Board Director | 2010–2014 | P&L leadership and bank governance experience relevant to SF’s regulated businesses. |
External Roles
| Organization | Role | Tenure | Committees/Notes |
|---|---|---|---|
| Broadridge Financial Solutions (NYSE: BR) | Director | 2013–present | Audit Committee member; Compensation Committee Chair. |
| Diebold Nixdorf (NYSE: DBD) | Director | 2024–present | Audit Committee and People & Compensation Committee member. |
| College of Mount St. Vincent (NY) | Trustee | n/a | Non-profit governance role. |
| Year Up (SF Bay Area), Catholic Charities (SF & NY), Junior Achievement (NY) | Former Board Member/Exec. Committee | n/a | Community engagement and workforce development. |
Board Governance
- Committee assignments and leadership: Nominations & Corporate Governance (Chair); Audit (Member). The Nominations & Corporate Governance Committee met 4 times in 2024; the Audit Committee met 10 times. All Audit Committee members are independent and designated “audit committee financial experts.”
- Independence and structure: SF’s board is 82% independent; Markus is explicitly identified as independent. Lead Independent Director is David A. Peacock. Executive sessions of independent directors occurred quarterly in 2024.
- Attendance and engagement: In 2024, the Board met 9 times; attendance by incumbent continuing directors at Board and committee meetings exceeded 80%.
- Risk oversight: The Board and committees oversee enterprise risks; Audit focuses on financial/accounting risks; Nominations & Corporate Governance oversees board composition/evaluation and corporate structure; cybersecurity is addressed (formally shared with Risk Management). Charters updated in 2024 to include capital adequacy and liquidity oversight.
- Audit oversight continuity: Audit Committee chair transitioned from Michael W. Brown to Michael J. Zimmerman as of the 2025 Annual Meeting.
Fixed Compensation
| Component (Non-Employee Director) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $100,000 | Standard director cash retainer in 2024. |
| Chair retainer (Committee Chair) | $30,000 | Applies to each standing committee chair; Markus receives as N&CG Chair. |
| Total cash (Markus, 2024) | $130,000 | Reflects retainer + chair fee. |
| Equity retainer (RSUs) | $150,000 | Granted June 5, 2024; vests quarterly over one year. |
| Total compensation (Markus, 2024) | $280,000 | Sum of cash and equity values. |
Notes: No meeting fees disclosed; directors reimbursed for travel/expenses.
Performance Compensation
| Equity Award | Grant Date | Type | Grant Value | Vesting | Performance Conditions |
|---|---|---|---|---|---|
| Annual director equity | June 5, 2024 | RSUs | $150,000 | Vests quarterly over one year | None (time-based; not performance-based) |
Related policies:
- Director share ownership guideline: Non-employee directors are expected to reach $400,000 of SF common shares by market value.
- Anti-hedging/anti-pledging: Hedging prohibited; new pledging requires Committee approval; directors and executive officers hold no shares in margin accounts and have pledged no shares.
Other Directorships & Interlocks
| Company | Potential Interlock/Conflict Considerations |
|---|---|
| Broadridge Financial Solutions; Diebold Nixdorf | SF’s 2025 proxy discloses no related-party transactions involving Markus; SF’s Compensation Committee reported no interlocks or insider participation in 2024 (note: Markus is not on SF’s Compensation Committee). |
Expertise & Qualifications
- Banking and global retail banking leadership (Citigroup; Bank of the West).
- Audit Committee financial expert designation; financial literacy.
- Governance leadership as Nominations & Corporate Governance Chair.
- Education: MBA, Harvard Business School; BA, Boston College (summa cum laude).
- Recognition: Multiple-time American Banker “Most Powerful Women in Banking.”
Equity Ownership
| Holder | Beneficially Owned Shares | % Outstanding | Stock Units Outstanding (not yet converted) | Notes |
|---|---|---|---|---|
| Maura A. Markus | 26,996 | * | 1,914 | As of April 7, 2025 (beneficial ownership); 1,914 stock units outstanding as of Dec 31, 2024. “*” indicates <1%. |
Policies and red flags:
- Hedging/pledging: Prohibited (no shares pledged; none in margin accounts).
- Related-party exposure: SF discloses ordinary-course loans to directors/officers through Stifel Bancorp and margin loans at Stifel Nicolaus on market terms, with oversight; all performing as of Dec 31, 2024.
Governance Assessment
- Positives: Independent director with deep banking and operational expertise; chairs Nominations & Corporate Governance and serves on Audit (financial expert). Board engagement appears strong (committee activity; Board met 9 times; attendance >80% for incumbents). Director compensation is balanced (cash + time-vested equity) with quarterly vesting to align ongoing service.
- Alignment and controls: Director ownership guideline ($400k) and robust anti-hedging/anti-pledging policy support alignment and risk mitigation.
- Watch items: Multiple public company directorships (Broadridge and Diebold Nixdorf) increase time commitments but reinforce relevant governance/audit expertise; SF discloses director/officer lending and margin accounts as ordinary course under banking exemptions, monitored by policy—low immediate concern but a standing governance sensitivity for financial firms.
Overall signal: Strong governance profile with committee leadership and audit expertise, clear independence, and standard director pay/ownership practices. No material conflicts or attendance issues disclosed; policies and committee structure provide meaningful investor protections.