Robert E. Alexander
About Robert E. Alexander
Robert E. Alexander, age 85, is Secretary and an independent Director of Security Federal Corporation and Security Federal Bank. He has served on the board since 1988 and is designated “independent” under Nasdaq standards (applied voluntarily by SFDL). Alexander is Chancellor Emeritus of the University of South Carolina – Aiken (served as Chancellor 1983–2000) and brings organizational expertise and strong community knowledge to the board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| University of South Carolina – Aiken | Chancellor; Chancellor Emeritus | 1983–2000; post-2000 | Led the institution; community and organizational leadership |
| Regional Economic Development Partnership (Aiken region) | Founding Member; Executive Committee | Not disclosed | Regional economic development leadership |
| Aiken Regional Medical Centers (UHS subsidiary) | Past Chair & former member, Board of Governors; Patient Safety Committee | Not disclosed | Healthcare governance, patient safety oversight |
| Child Advocacy Center of Aiken | Founding Member; Past Chair, Board | Not disclosed | Child welfare governance and advocacy |
| Bishop Gravatt Episcopal Retreat Center | Board Member | Not disclosed | Non-profit governance |
| Aiken Preparatory School | Board Member | Not disclosed | Education governance |
| Lambda Chi Alpha National Fraternity (Indianapolis) | Board Member | Not disclosed | Non-profit governance |
External Roles
| Organization | Role | Public Company? | Notes |
|---|---|---|---|
| Various architectural firms | Occasional consultant (higher education, healthcare facilities) | No | Advisory/consulting capacity |
| Other public company boards | None disclosed | — | No other public company directorships disclosed in SFDL proxies |
Board Governance
- Independence: Classified as independent under Nasdaq standards (applied voluntarily) .
- Board/committee engagement:
- SFDL (HoldCo) committees: Executive; Audit; Compensation; Proxy; Nominating (member; not a chair) .
- Bank committees: Executive; Loan; Audit; Compensation; Trust; Investment .
- Meeting cadence and attendance:
- 2024: Security Federal board held 16 meetings; Bank board held 15. No director attended fewer than 75% of meetings/committees served, except Mr. Clyburn (absences excused), indicating Alexander met the ≥75% threshold .
- 2023: No director attended fewer than 75% of meetings/committees served .
- Annual meeting attendance: All directors attended the 2024 annual meeting except Mr. Clyburn .
- Committee activity levels (2024): HoldCo Executive (3), Audit (15), Proxy (1), Nominating (1) ; Bank Executive (44), Loan (47), Audit (15), Compensation (10), Trust (26), Investment (12) .
- Leadership: Board has a non-executive Chair (Timothy W. Simmons); no Lead Independent Director role disclosed .
- Say-on-Pay (2025): 92% FOR, 7% AGAINST, 1% ABSTAIN of shares present; broker non-votes 497,829—supportive investor signal .
Fixed Compensation
| Component | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash ($) | 89,500 | 93,800 |
| All Other Compensation ($) | — | — |
| Total ($) | 89,500 | 93,800 |
Fee schedule (Board pays via the Bank):
- 2023: Director monthly fee $2,625; Executive Committee $2,500/month (except CEO/President); Audit Committee $1,442 per meeting; Audit Chair +$350/month; Trust & Investment $542/month; no fees for Compensation or Loan Committees .
- 2024: Director monthly fee $2,750; Executive Committee $2,625/month (except CEO/President); Audit Committee $1,508 per meeting; Audit Chair +$367/month; Trust & Investment $567/month; no fees for Compensation or Loan Committees .
Performance Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Equity Awards ($) | $0 (no stock or option awards to directors) | $0 (no stock or option awards to directors) |
| Non-Equity Incentive ($) | $0 (no non-equity incentive plan comp for directors) | $0 (no non-equity incentive plan comp for directors) |
SFDL does not use equity for director pay; director compensation is all cash via Bank service fees .
Other Directorships & Interlocks
| Company | Exchange/Ticker | Role | Interlocks/Conflicts |
|---|---|---|---|
| None disclosed | — | — | No other public company directorships disclosed in SFDL proxies |
Expertise & Qualifications
- University leadership (Chancellor, USC–Aiken), regional economic development executive committee, healthcare governance, and extensive community non-profit leadership .
- Board service across numerous Bank committees (including Audit, Loan, Trust, Investment) provides broad oversight exposure .
- Independent director and corporate Secretary, facilitating board communications and governance processes .
Equity Ownership
| Data Point | 2024 (Record date: Mar 11, 2024) | 2025 (Record date: Mar 10, 2025) |
|---|---|---|
| Beneficial ownership (shares) | 16,650 (includes 3,000 held by his wife) | 16,650 (includes 3,000 held by his wife) |
| % of shares outstanding | <1% (asterisk in proxy) | <1% (asterisk in proxy) |
| Pledged shares | Not disclosed | Not disclosed |
Related-Party Exposure (Insider Loans)
- Policy: Director/officer loans must be on non-preferential terms; all loans reviewed and approved under Regulation O .
- Employee loan program: available to employees; post-closing rate modifications reflect Bank cost of funds; if employment ends, rate reverts to general public rate .
- Alexander loan detail: | Year | Loan | Amount Involved ($) | Year-End Outstanding ($) | Principal Paid ($) | Interest Paid ($) | Rate (%) | |---|---|---:|---:|---:|---:|---:| | 2024 | ARM #1 | 169,204 | 166,344 | 2,860 | 10,718 | 6.375 | | 2024 | ARM #2 | 199,631 | 174,846 | 24,785 | 12,991 | 7.125 | | 2023 | ARM #1 | 170,000 | 169,204 | 796 | 5,160 | 6.375 | | 2023 | ARM #2 | 200,000 | 199,631 | 369 | 2,998 | 7.125 |
Context: Executive ARMs in 2023 were at 2.125% (e.g., CEO/President), indicating the employee program may deliver preferential rates versus general public; Alexander’s ARMs were at higher rates, consistent with policy that loans must not be preferential relative to market terms for insiders .
Governance Assessment
-
Strengths
- Independent, long-tenured director with deep local institutional and civic leadership; broad committee participation across Audit, Loan, Trust, Investment, and Executive functions supports board effectiveness .
- Attendance threshold met in 2023–2024; active committee calendars imply high engagement .
- Strong shareholder support on Say-on-Pay in 2025 (92% FOR), signaling investor confidence in governance and pay practices .
- Non-executive Chair structure; separation of Chair/CEO roles enhances oversight .
-
Alignment/Pay Structure
- Director pay is 100% cash, with no equity; this limits ownership alignment relative to best practices that emphasize equity-based director compensation .
- Beneficial ownership is modest (<1%); no ownership guideline disclosures for directors in the proxy .
-
Conflicts & Red Flags
- Insider lending exists; however, loans are represented as ordinary-course and non-preferential under a written policy, with approvals and oversight (Reg O). Alexander’s ARMs carried market-like rates in 2023–2024, mitigating conflict concerns .
- No disclosed hedging/pledging; no related-party transactions beyond regulated lending disclosed .
- Compensation Committee at HoldCo did not meet in 2024 (decisions primarily at Bank level), but Bank’s Compensation Committee met 10 times—comp oversight appears active at the operating subsidiary .
-
Watch Items
- Absence of equity-based director compensation and no disclosed director ownership guidelines may underweight long-term alignment.
- Long tenure (since 1988) can raise independence perception risks in some governance frameworks, though SFDL classifies Alexander as independent under Nasdaq standards .
Overall: Alexander is a highly engaged, independent director with extensive committee service and community leadership. The principal governance trade-off is limited equity-based alignment in director pay, partially offset by stable beneficial ownership and robust committee workload/attendance. Say-on-Pay support and structured insider lending controls reduce immediate red-flag concerns .