James B. Harder
About James B. Harder
James B. Harder (age 81) is an independent director of Texas Community Bancshares, Inc. and Broadstreet Bank, serving since 1983. He is a self‑employed auto dealer and business consultant, and the longest‑serving director, providing extensive institutional knowledge to the board . He currently chairs the Audit Committee and serves on the Nominating & Corporate Governance Committee .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Self-employed auto dealer | Owner | Not disclosed | Local business operations expertise |
| Business consultant | Advisor | Not disclosed | Advises local businesses; institutional knowledge |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Several community boards (unspecified) | Director/Advisor | Not disclosed | Community engagement; local market insight |
Board Governance
- Independence: Board determined all directors are independent except Jason Sobel (CEO) and Anthony R. Scavuzzo; Harder is independent under Nasdaq standards .
- Committees: Audit Committee Chair; Nominating & Corporate Governance Committee member .
- Audit Committee financial expert: Mark A. Pickens (not Harder) .
- Meeting cadence and attendance:
- FY 2024 meeting counts: Audit (6), Compensation (7), Nominating (2) .
- FY 2024 attendance: No director attended fewer than 75% of board and committee meetings; all directors attended last annual meeting .
- Board leadership: Independent Chairman of the Board (Glen Thurman) separate from CEO .
- Risk oversight: Board-level oversight of credit, interest rate, liquidity, operational, strategic, and reputation risks; management handles day-to-day risk .
Fixed Compensation
Director compensation is paid by Broadstreet Bank; no separate fees are paid by Texas Community Bancshares .
| Component ($) | FY 2023 | FY 2024 |
|---|---|---|
| Fees Earned or Paid in Cash | 24,000 | 24,000 |
| Stock Awards | — | — |
| Stock Option Awards | — | — |
| Non-Equity Incentive Plan Compensation | — | — |
| All Other Compensation | — | — |
| Total | 24,000 | 24,000 |
Notes:
- Compensation shown excludes perquisites which did not exceed $10,000 for each director .
- Compensation agreement exists for another director (Mr. Smith) but none disclosed for Harder .
Performance Compensation
No performance-based compensation for non-employee directors is disclosed; equity grants to directors were made under the 2022 Equity Incentive Plan but Harder received no new stock or option awards in FY 2024.
| Metric | FY 2023 | FY 2024 |
|---|---|---|
| Performance-based cash or equity metrics for directors | None disclosed | None disclosed |
Other Directorships & Interlocks
- Public company boards: None disclosed for Harder .
- Notable interlock: Another director (Scavuzzo) is non-independent due to family relationship; no such relationship disclosed for Harder .
Expertise & Qualifications
- Long-tenured community bank governance with institutional knowledge from 1983 service .
- Business operations perspective as an auto dealer and consultant .
- Audit Committee chair experience; financial expert designation on the committee is held by Mark A. Pickens .
Equity Ownership
As of March 27, 2025, Harder beneficially owned 9,014 shares (<1%); includes 2,500 shares in an IRA, 3,257 restricted shares awarded under the 2022 Equity Incentive Plan, and 3,257 shares subject to stock options exercisable within 60 days. The company reports no pledging of shares by named individuals .
| Ownership Metric | As of Mar 28, 2023 | As of Mar 27, 2025 |
|---|---|---|
| Beneficial Shares | 5,757 | 9,014 |
| Percent of Shares Outstanding | <1% | <1% |
| Restricted Shares (2022 Plan) | 3,257 | 3,257 |
| Stock Options exercisable within 60 days | Not disclosed | 3,257 |
| Shares Pledged as Collateral | None reported | None reported |
Insider Trades
| Date | Transaction Type | Shares | Price | Post-Transaction Ownership |
|---|---|---|---|---|
| 2023–2025 window | No Form 4 transactions found for “James B. Harder” | — | — | — |
| Note: Insider-trades skill query for TCBS and person “James B. Harder” returned no records between 2023-01-01 and 2025-11-20. |
Governance Assessment
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Strengths:
- Independence and long, continuous service provide institutional memory and local market insight; Harder chairs Audit and sits on Nominating, supporting oversight and board refresh processes .
- Attendance and engagement: Board and committee participation met minimum thresholds; annual meeting attendance was full .
- Alignment and controls: Anti-hedging policy prohibits director hedging; no pledging reported; director equity holdings under the 2022 plan indicate some ownership alignment .
- Related-party oversight: Director and executive loans made at market terms; no other related-party transactions >$120,000 since Jan 1, 2024 .
-
Potential investor concerns:
- Tenure/entrenchment risk: Harder’s service since 1983 and age 81 may raise succession and refresh questions; board counters with active Nominating process criteria and committee structures .
- Audit Chair not designated as “financial expert” (role filled by another director), which is acceptable but worth monitoring for committee skill mix .
- Director pay is modest and purely cash-based with no new equity in 2024 for Harder; while this limits pay-for-performance alignment, it reduces incentive misalignment risk .
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Signals for investor confidence:
- Independent board chair structure; clear committee membership and meeting cadence; re-affirmed auditor appointment and shareholder voting transparency .