Dana Kilborne
About Dana Kilborne
Independent director of Sidus Space since December 2021. Age 62 as of April 28, 2025. President & CEO of Cypress Bank & Trust (since April 2018) and CEO of Cypress Capital Group (since October 2019); prior founder/CEO of a Florida community bank sold in January 2018. Service includes Director of the Federal Reserve Bank of Atlanta, Jacksonville Branch, and corporate boards of HealthFirst, Florida Tech, and NCMIC, reflecting deep finance, governance, and regional economic expertise .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Florida community bank (unnamed) | Founder, President & CEO | 2004–Jan 2018 | Built and led, company sold Jan 2018 |
| Federal Reserve Bank of Atlanta – Jacksonville Branch | Director | Not disclosed | Monetary/economic oversight experience |
| Economic Development Commission of the Space Coast | Chair; Board Member | Not disclosed | Regional economic development leadership |
| Holy Trinity Episcopal Academy | Chair; Volunteer teacher | Not disclosed | Community leadership |
External Roles
| Organization | Role | Tenure | Public/Private | Interlocks |
|---|---|---|---|---|
| Cypress Bank & Trust | President & CEO; Director | Apr 2018–present | Private | Cole Oliver serves on board (outside interlock) |
| Cypress Capital Group | CEO; Director | Oct 2019–present | Private | Cole Oliver serves on board (outside interlock) |
| HealthFirst, Inc. | Director | Not disclosed | Private | None disclosed |
| Florida Institute of Technology (Florida Tech) | Director | Not disclosed | Non-profit/Academic | None disclosed |
| NCMIC | Director | Not disclosed | Private/Mutual | None disclosed |
| East Coast Zoological Society; other non-profits | Board member | Not disclosed | Non-profit | None disclosed |
Board Governance
- Independence: Board determined Kilborne is independent under Nasdaq rules; also independent for Audit Committee per Rule 10A-3 .
- Committee assignments: Audit Committee Chair (financial expert); member of Nominating & Governance Committee .
- Attendance: Board met 6 times in FY2024 and all directors attended every meeting; Audit Committee met 7 times; Nominating & Governance met 2 times; Compensation Committee met 0 times .
- Lead Independent Director: Jeffrey Shuman has served as LID since February 2025 (context for board leadership) .
- Years of service on SIDU board: Appointed December 2021 .
Fixed Compensation
| Year | Fees Earned or Paid in Cash ($) | All Other Compensation ($) | Total ($) |
|---|---|---|---|
| 2024 | 50,000 | 20,000 | 70,000 |
Notes:
- Directors who are employees do not receive additional director compensation; non-employee director compensation for 2024 presented above .
- Committee chair fees are not separately disclosed; “All Other Compensation” categories are not itemized in proxy .
Performance Compensation
| Grant Type | Grant Date | Quantity/Terms | Vesting Schedule | Notes |
|---|---|---|---|---|
| RSUs | Aug 1, 2025 | 10,896 RSUs | 7,955 vested on grant; 735 vested Oct 1, 2025; 735 scheduled each Jan 1, 2026; Apr 1, 2026; Jul 1, 2026 | Vested RSUs convert 1:1 to Class A shares; immediate-vesting component is large |
- Performance metrics: Not disclosed for director RSU awards; the schedule is time-based (no TSR/financial hurdles disclosed) .
- Equity plan capacity: 782,329 shares available under equity plans as of Dec 31, 2024 .
Other Directorships & Interlocks
| Company/Institution | Public Company? | Role | Interlock Details |
|---|---|---|---|
| Cypress Bank & Trust | No | Director | Cole Oliver also on board; private institution interlock |
| Cypress Capital Group | No | Director | Cole Oliver also on board; private institution interlock |
| HealthFirst, Inc. | No | Director | None disclosed |
| Florida Tech | No | Director | None disclosed |
| NCMIC | No | Director | None disclosed |
Expertise & Qualifications
- Financial/governance expertise: Audit Committee financial expert designation; 30+ years in financial services; former Federal Reserve regional branch director .
- Executive leadership: Founder/CEO experience; current bank and asset management leadership .
- Industry/economic ties: Past Chair of Space Coast EDC; broad governance service across civic and academic boards .
Equity Ownership
| As-of Date | Direct Class A Shares | Class B Shares | Notes |
|---|---|---|---|
| Apr 28, 2025 (record date) | 0 (not reported as beneficially owned) | 0 | Proxy table shows no beneficial ownership for Kilborne |
| Aug 1, 2025 | 7,955 shares from RSU vesting and conversion | 0 | Part of 10,896 RSU grant |
| Oct 1, 2025 | +735 shares vested/converted; post-transaction direct holdings reported as 8,690 shares | 0 | Remaining tranches scheduled in 2026 |
Reference denominator: 18,204,483 Class A and 100,000 Class B outstanding as of Apr 28, 2025 (for context) .
Insider Trades
| Filing Date | Transaction Date | Form | Security | Quantity | Price | Post-Transaction Holdings | Source |
|---|---|---|---|---|---|---|---|
| Oct 2, 2025 | Aug 1, 2025 | Form 4/A | RSU grant; 7,955 vested and converted | 7,955 (converted to Class A) | N/A | Not specified on grant date | |
| Oct 2, 2025 | Oct 1, 2025 | Form 4 | RSU vest/convert | 735 (converted to Class A) | N/A | 8,690 shares reported after transaction | |
| Oct 2, 2025 | Aug 1, 2025 | Form 4 | RSU grant (total) | 10,896 RSUs; tranche schedule disclosed | N/A | Not applicable (RSUs) |
Notes:
- RSUs are economic equivalents of Class A shares and convert upon vesting on disclosed dates .
Governance Assessment
-
Strengths:
- Independent director; Audit Committee Chair and designated financial expert, providing robust oversight of financial reporting, controls, and auditor independence .
- Full board attendance in 2024; Audit Committee active (7 meetings), signaling engagement in risk and financial oversight .
- No related-party transactions involving Kilborne disclosed; no family relationships with management, reducing conflict risk .
-
Risks/Red Flags:
- Compensation Committee met 0 times in 2024, which is atypical and may indicate limited formal oversight of compensation matters in that period .
- 2025 RSU grant features substantial immediate vesting (7,955 on grant), indicating time-based retention rather than performance-linked pay; lack of disclosed performance metrics reduces pay-for-performance alignment for director equity .
- External interlocks: She and director Cole Oliver both serve on Cypress Bank & Trust and Cypress Capital Group boards; while private and no transactions with Sidus disclosed, shared outside board service can create information flow dynamics to monitor .
-
Alignment:
- 2024 director pay largely cash ($50,000 cash; $20,000 other) with equity introduced via 2025 RSUs; post-vesting holdings of 8,690 shares by Oct 1, 2025 modestly improve ownership alignment versus zero holdings reported as of Apr 28, 2025 .
-
Independence and oversight:
- Audit Committee independence confirmed; Audit Committee report signed by Kilborne as Chair evidences active oversight, including auditor independence and financial statement review .