Marc Lebovitz
About Marc Lebovitz
Marc Lebovitz (age 55) is an independent director of SR Bancorp, Inc. (SRBK) and Somerset Regal Bank, serving since 2023. He is Owner and President of Romark Logistics and a Principal of Woodmont Industrial Partners, with a B.S. in Business Management from Wagner College; his background emphasizes logistics operations, strategic planning, and real estate investing . The SRBK Board has determined he is independent under Nasdaq standards; in FY2025 no director attended fewer than 75% of board and committee meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Romark Logistics | Owner & President | Not disclosed | Leads strategic planning, finance, operations, business development; brings operational insight to SRBK |
| Woodmont Industrial Partners | Principal | Not disclosed | Industrial real estate investing; adds real estate perspective |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Various boards/committees (real estate, education, leadership, commercial business) | Director/Member | Not disclosed | “Serves on numerous boards and committees”; specific bodies not listed |
Board Governance
- Independence: Independent director (Nasdaq) .
- Committees: Audit Committee member; Compensation Committee member; not a chair .
- Committee chairs (context): Audit—Douglas M. Sonier; Compensation—Mary E. Davey; Nominating & Corporate Governance—John W. Mooney .
- Meetings/Attendance: SRBK Board met 12 times in FY2025 (Bank Board 12); no director under 75% attendance. FY2024: SRBK 11, Bank 13; no director under 75% attendance .
- Audit Committee financial expert: Douglas M. Sonier designated .
- Board leadership: Company separates Chair and CEO; Bank combines roles (CEO/chair) .
Fixed Compensation
| Metric | FY2024 | FY2025 |
|---|---|---|
| Board meeting fee (per meeting) | $4,300 | $4,400 |
| Committee meeting fee (per meeting) | $750 | $750 |
| Chair stipends (monthly) | Audit $350; Comp $300; Gov $300 | Audit $350; Comp $300; Nominating & Corporate Governance $300 |
| Marc Lebovitz – Cash fees | $54,250 | $66,550 |
Performance Compensation
| Equity Award (Director) | Grant Size / Shares | Grant Date Detail | Fair Value / Basis | Vesting | Exercise/Strike Terms |
|---|---|---|---|---|---|
| Restricted Stock Award (RSA) | 19,015 shares (initial director grant) | Self-executing day after 2024 plan approval; vesting commences 11/21/2025 | $209,926 total; calculated at $11.04/share (grant-date stock price) | 20% per year starting 11/21/2025 | N/A |
| Stock Options | 47,539 options (initial director grant) | Self-executing day after 2024 plan approval; vesting commences 11/21/2025 | $201,524 fair value (Black-Scholes) | 20% per year starting 11/21/2025 | Exercise price equals closing sales price on grant date; 10-year term; no repricing allowed |
| Performance Conditions on Director Awards | FY2024 | FY2025 |
|---|---|---|
| Metrics tied to director equity | None; initial director grants vest time-based only | None disclosed; continued time-based vesting |
Awards under SRBK’s 2024 Equity Incentive Plan are subject to clawback policies (including Dodd-Frank §954) and require double-trigger vesting upon change in control unless awards aren’t assumed by an acquiror .
Other Directorships & Interlocks
| Company | Public/Private | Role | Interlock/Conflict Notes |
|---|---|---|---|
| Romark Logistics | Private | Owner & President | No SRBK-related transactions disclosed |
| Woodmont Industrial Partners | Private | Principal | No SRBK-related transactions disclosed |
Expertise & Qualifications
- Education: B.S., Business Management, Wagner College .
- Domain expertise: Logistics operations and technology-enabled supply chain; financial and operational management; industrial real estate .
- Board value-add: “Valuable insight into business and operational matters” .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership (Marc Lebovitz) | 59,023 shares; less than 1% of outstanding |
| Indirect holdings | Includes 10,500 shares in a family trust |
| Unvested restricted stock | 19,015 shares |
| Stock options – total granted | 47,539 shares (director option award) |
| Stock options – exercisable within 60 days of 9/22/2025 | 9,508 shares |
| Shares outstanding reference | 8,707,164 (9/22/2025) |
Insider Trades and Section 16 Compliance
| Item | FY2024 | FY2025 |
|---|---|---|
| Section 16(a) filing compliance (directors/officers) | Company states full compliance | Company states full compliance |
Governance Assessment
- Committee assignments and effectiveness: As Audit and Compensation member, Lebovitz sits on core oversight committees; those committees are fully independent with experienced chairs (audit expert identified) . Attendance thresholds met across the board in FY2024–FY2025, supporting engagement .
- Compensation and alignment: Shift from cash-only director pay (FY2024) to significant equity (RSAs and options) in FY2025 aligns director interests with shareholders via multi-year vesting and clawbacks; double-trigger protections are shareholder-friendly .
- Independence and conflicts: Lebovitz is independent; no related-party transactions disclosed involving him. Notable board-level related-party leases with an executive chair’s family (non-Lebovitz) totaled $236k in FY2025 ($272k FY2024), which warrants continued oversight but were stated to be at market terms .
- Policy consistency risk — RED FLAGS:
- Hedging policy inconsistency: FY2024 insider trading policy prohibited hedging/derivatives broadly , whereas FY2025 states the company lacks anti-hedging policies for directors and hedging is not prohibited (though short sales/options are prohibited). This inconsistency could undermine alignment and investor confidence unless clarified by the board. RED FLAG .
- Employee, officer, and director hedging permissiveness in FY2025 contrasts typical governance best practices for banks (allowing hedging weakens alignment). RED FLAG .
- Additional safeguards: Equity plan prohibits option repricing and buys of underwater options without shareholder approval; dividends on unvested awards are deferred; plan uses double-trigger CIC vesting and clawbacks—favorable features for governance quality .
Overall signal: Lebovitz’s equity-based pay and committee service support alignment and oversight. The board should reconcile and disclose definitive anti-hedging/pledging policies to mitigate governance risk and strengthen investor confidence .