Glen Thurman

About Glen Thurman

Glen Thurman (age 65) is the independent Chairman of the Board of Texas Community Bancshares, Inc. (TCBS) and Broadstreet Bank. He is a self‑employed residential builder/developer and owner of Glen Thurman Builder; he has served as a director since 2013 (advisory director since 2007). His profile emphasizes deep local market knowledge from construction and development and he currently chairs the Nominating & Corporate Governance Committee and serves on the Compensation Committee. The Board affirms his independence under Nasdaq standards.

Past Roles

External Roles

Board Governance

• Committee assignments (FY2024): Compensation Committee (member); Nominating & Corporate Governance Committee (Chair). Not on Audit. All three key committees are composed of independent directors per Nasdaq standards. Meetings held in FY2024: Audit (6), Compensation (7), Nominating (2).
• Independence and leadership: Board separates Chair and CEO roles; Thurman serves as independent Chairman, enhancing oversight and CEO accountability.
• Attendance and engagement: In FY2024, the TCBS board met 9 times and the bank board met 11 times; no director attended fewer than 75% of board and committee meetings. All directors attended last year’s annual meeting.
• Risk oversight: Board oversees credit, interest rate, liquidity, operational, strategic, and reputational risks; management manages day-to-day risk.
• Trading and hedging controls: Company has an anti‑hedging policy prohibiting directors, officers, and employees (and related persons) from hedging company equity.
• Board refreshment context: Board size reduced to nine members effective at the 2025 annual meeting as certain directors declined re‑election.

Fixed Compensation

Non‑employee director pay is simple and cash‑based; directors receive fees paid by Broadstreet Bank with no separate TCBS fees.

• Notes: “All fees disclosed … were paid by Broadstreet Bank. No separate fees were paid by Texas Community Bancshares.”

Performance Compensation

No performance‑linked or equity‑based compensation is disclosed for non‑employee directors; structure is entirely cash retainer.

Other Directorships & Interlocks

• Mr. Thurman’s biography in the proxy does not list other public company boards; other TCBS directors (e.g., Anthony Scavuzzo) do hold public company directorships, but none are attributed to Mr. Thurman.

Expertise & Qualifications

• Independent Chair with more than a decade of board service; director since 2013; advisory director since 2007.
• Entrepreneurial operator with residential construction and land development expertise; extensive local market knowledge in Mineola, TX.
• Governance credentials: Chairs Nominating & Corporate Governance; member, Compensation Committee.
• The proxy identifies Mark A. Pickens (not Mr. Thurman) as the audit committee financial expert.

Equity Ownership

Governance Assessment

• Positives for investor confidence
  • Independent Chairman structure with strong committee independence; clear separation from management.
  • Documented attendance and engagement; no director below 75% attendance; full annual meeting participation.
  • Meaningful ownership (2.0%) with additional family/retirement/trust holdings; no share pledging.
  • Anti‑hedging policy for directors and related persons; supports alignment with long‑term shareholders.
• Watch items / potential conflicts
  • As a local residential developer, potential for ordinary‑course banking relationships exists; company discloses director/officer loans were on market terms, performing, and compliant; no other related‑party transactions >$120,000 since Jan 1, 2024. Continued monitoring is appropriate.
  • Director compensation lacks equity/performance linkage (all cash, no RSUs/options to directors). While simple, this can reduce direct pay‑for‑performance alignment versus equity retainer models.
• Shareholder votes context
  • 2025 annual meeting agenda included one director election (Pickens) and auditor ratification; no say‑on‑pay item reported in the 8‑K.

Appendix: Committee Roster (FY2024 reference)

All three committees are comprised of independent directors per Nasdaq standards.