Esther A. Streete
About Esther A. Streete
Independent director of Shore Bancshares, Inc. since 2022; age 48. Streete is a CPA and attorney, Principal at McNamee Hosea, specializing in tax, estate and business planning, succession planning, and trust/estate administration. Education: B.S. (Frostburg State University), J.D. (University of Maryland School of Law), LL.M. in Taxation (University of Baltimore School of Law). She stands for re-election as a Class I director and serves on the Audit and Executive Committees.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| McNamee Hosea (MD business law firm) | Principal; CPA and attorney specializing in tax, estate & business planning, succession, probate/trust administration | 2005–present | Professional affiliations: Maryland Association of CPAs, Maryland State Bar Association, Anne Arundel County Bar Association |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Maryland Association of Certified Public Accountants | Member | Not disclosed | Professional affiliation; supports financial expertise |
| Maryland State Bar Association | Member | Not disclosed | Professional affiliation; supports legal expertise |
| Anne Arundel County Bar Association | Member | Not disclosed | Professional affiliation; supports legal expertise |
Board Governance
- Board class and election: Class I director nominee for 2025; re-elected with 21,098,774 for, 994,432 against, 251,219 abstain at the 2025 Annual Meeting.
- Committee memberships: Audit Committee member; Executive Committee member. No chair roles disclosed.
- Independence: Board determined all directors except Chairman Alan J. Hyatt and CEO James M. Burke are independent under Nasdaq rules; Streete is not listed as an exception.
- Board attendance: Board met seven times in 2024; all directors attended ≥75% of Board/committee meetings except one director due to medical reasons.
- Lead Independent Director: Austin J. Slater, Jr.; independent directors held five executive sessions in 2024.
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual cash retainer (non-employee directors) | $35,000 | Paid quarterly; option to receive cash or restricted stock; retainers paid in stock vest over one year |
| Additional chair retainers | $20,000 (Chairman); $10,000 (Lead Independent Director, Audit Chair); $5,000 (other committee chairs) | Streete is not disclosed as chair of any committee |
| Equity retainer (2024) | $37,000 | Paid in restricted stock; grant-date fair value per ASC 718 |
| Meeting fees | Not disclosed | No separate meeting fees disclosed |
| Streete 2024 director compensation total | $77,000 | $40,000 cash; $37,000 in restricted stock |
Performance Compensation
- Director performance metrics: None disclosed for non-employee director compensation; equity and cash retainers structured as fixed payments (equity retainer vesting one year).
- Executive compensation clawback: Adopted for incentive compensation received on or after Oct 2, 2023 (Nasdaq-compliant); applicable to NEOs, not specifically to directors’ fixed retainers.
- Ownership guidelines: Non-employee directors must hold shares equal to ≥5x annual cash retainer; all nominees and continuing directors are in compliance; new directors have five years to comply.
Other Directorships & Interlocks
- Other public company boards: None disclosed for Streete.
- Related-party interlocks: None disclosed involving Streete; related-party leases disclosed for Chairman Hyatt’s law firm and Director Adams’s entities, not Streete.
Expertise & Qualifications
- Technical credentials: CPA; attorney with LL.M. in Taxation; specialization in tax, estate, business planning, and trust/estate administration.
- Board-relevant skills: Financial and legal expertise beneficial for Audit oversight; nominated for experience in financial planning and trust administration.
Equity Ownership
| Metric | Value | Source |
|---|---|---|
| Total beneficial ownership (record date 2025-04-01) | 627 shares; <1% of outstanding | Beneficial ownership table; outstanding shares 33,374,265 |
| Ownership guidelines | In compliance (≥5x annual cash retainer requirement) | Non-Employee Director Stock Ownership Policy |
| Pledged shares | None disclosed | Beneficial ownership section does not indicate pledging for Streete |
| Anti-hedging policy | Directors/officers prohibited from writing options/short sales; hedging discouraged and requires review | Insider Trading Policy |
Insider trading activity (Form 4):
| Filing Date | Transaction Date | Type | Shares | Price | Post-Transaction Ownership | SEC URL |
|---|---|---|---|---|---|---|
| 2025-06-02 | 2025-05-30 | Open market purchase | 30 | $14.583 | 657 | https://www.sec.gov/Archives/edgar/data/1035092/000162828025028775/0001628280-25-028775-index.htm |
| 2024-06-03 | 2024-05-30 | Award (restricted/common stock) | 3,306 | $11.19 | 3,933 | https://www.sec.gov/Archives/edgar/data/1035092/000162828024026248/0001628280-24-026248-index.htm |
| 2024-06-20 | 2024-05-30 | Form 4/A (amendment) | — | — | — | https://www.sec.gov/Archives/edgar/data/1035092/000162828024029059/0001628280-24-029059-index.htm |
| Note: Beneficial ownership at the April 1, 2025 record date shows 627 shares; differences versus prior Form 4 post-transaction ownership likely reflect vesting/settlement classifications for equity awards. |
Governance Assessment
- Board effectiveness: Streete’s CPA/JD/LL.M. background strengthens Audit oversight; membership on Audit and Executive Committees indicates active governance engagement.
- Independence and attendance: Independent under Nasdaq rules; attended ≥75% of 2024 meetings per Board-wide disclosure (no exception noted for her).
- Ownership alignment: Complies with 5x retainer ownership guideline; policy enforces strong alignment; anti-hedging and pledging restrictions further support investor alignment.
- Compensation mix: Fixed cash plus equity retainer; no performance metrics tied to director pay, limiting incentive-linked alignment but consistent with community bank practice; equity vesting provides some retention.
- Conflicts and related-party exposure: No related-party transactions disclosed for Streete; Board has formal conflicts policy with Audit Committee review; related-party items disclosed involve other directors (Hyatt, Adams).
- Shareholder signals: Strong say-on-pay support in 2024 (94.4%); 2025 say-on-pay approved (20,495,192 for, 1,481,951 against, 367,282 abstain), indicating stable investor confidence in compensation governance.
RED FLAGS: None disclosed specific to Streete—no related-party transactions, pledging, or attendance issues reported. Broader board-related party leases (Hyatt/Adams) exist, but not involving Streete.
Director Compensation (Detail)
| Metric | 2024 | Notes |
|---|---|---|
| Fees earned/paid in cash | $40,000 | Quarterly cash; option to elect stock for retainers |
| Fees earned/paid in restricted stock | $37,000 | Equity retainer; grant-date fair value per ASC 718; 1-year vesting |
| All other compensation | $0 | No other items disclosed for Streete |
| Total | $77,000 | Cash + restricted stock |
Committee Assignments (Current)
| Committee | Role | Chair? |
|---|---|---|
| Audit Committee | Member | No (Chair: Mary Todd Peterson) |
| Executive Committee | Member | No (Chair: Alan J. Hyatt) |
Say-on-Pay & Shareholder Feedback
- 2024 say-on-pay approval: 94.44%. Compensation Committee will continue to monitor feedback and align incentives.
- 2025 Annual Meeting results: All proposals approved; say-on-pay passed (For 20,495,192; Against 1,481,951; Abstain 367,282).
- AGM attendance: 18 directors attended the 2024 annual meeting.
Compensation Peer Group & Committee Practices
- Director compensation setting: Compensation Committee sets director compensation, reviewing peer group practices and periodically engaging Aon McLagan; all Compensation Committee members are independent.
- Use of independent consultant: Aon engaged in 2024; no conflicts of interest identified.
Related-Party Transactions (Conflict Review)
- Policy: Nasdaq Rule 5630 review; transactions >$120,000 require Audit Committee/independent Board approval; terms must be arm’s-length.
- Disclosures: Leases involving Hyatt’s law firm and Adams’s entities; none disclosed involving Streete.
Board Meeting Attendance & Executive Sessions
| Metric | Value | Notes |
|---|---|---|
| Board meetings held (2024) | 7 | All directors ≥75% attendance except one due to medical reasons |
| Independent director executive sessions (2024) | 5 | Without management present |
Other Notes
- Lead Independent Director responsibilities: Enhanced independent leadership; presides when Chairman absent; executive session coordination.
- Code of Ethics and Insider Trading policy in place; Conflicts of Interest policy directs Audit Committee review.