Anthony J. Asher
TFS FinancialAbout Anthony J. Asher
Anthony J. Asher, age 86, is an independent director of TFS Financial Corporation, serving since 2008 with a current term expiring in 2027 . He is Chair of Weston, Inc., which he founded in 1971, and previously founded Guardian Title Company in 1963; his entrepreneurial and real estate background informs his service on the Board and Audit Committee . The Board affirmatively determined he is independent under NASDAQ listing rules .
Past Roles
| Organization | Role | Dates | Committees/Impact |
|---|---|---|---|
| Weston, Inc. | Founder; Chair | Founded 1971; currently serves as Chair | Real estate ownership expertise; contributes to Board and Audit oversight |
| Guardian Title Company | Founder | Founded 1963 | Entrepreneurial background supports Board and Audit Committee service |
External Roles
| Organization | Role | Sector | Public/Private | Notes |
|---|---|---|---|---|
| Weston, Inc. | Chair | Real Estate (Industrial) | Private | Largest industrial property owner in Cleveland, Ohio |
| Guardian Title Company | Founder | Title Services | Private | Founded in 1963 |
Board Governance
- The Board met 12 times in FY2024; no director attended fewer than 75% of combined Board and committee meetings, and all directors attended the last annual meeting .
- Non-management directors meet periodically in executive session .
- Independence: A majority of the Board and all members of Audit, Compensation, and Directors Risk Committees are independent; Mr. Asher is affirmatively determined independent .
| Committee | Role | Chair? | FY2024 Meetings | Independence |
|---|---|---|---|---|
| Audit Committee | Member | No | 4 | Audit members independent under NASDAQ and Rule 10A-3; Mulligan designated “audit committee financial expert” |
| Nominating (Full Board) | Member (full Board acts as Nominating) | No | — | Independent director |
Fixed Compensation
| Metric | FY2024 Amount ($) |
|---|---|
| Annual Cash Retainer (Company) | 30,000 |
| Committee Fees (Company) | 2,000 |
| Chair Fees (Company) | — (not a chair) |
| All Other Compensation (Third Federal Savings & Loan annual retainer) | 30,000 |
| Total Cash + Other | 62,000 (30,000 + 2,000 + 30,000) |
| Total Director Compensation | 113,090 (includes stock awards below) |
Notes:
- Policy: Members of Audit, Compensation, Executive, and Directors Risk Committees are paid $1,000 per committee meeting; committee chairs receive an additional $12,500 annually .
- All directors also serve on the Third Federal Savings and Loan board and receive its annual retainer .
Performance Compensation
| Grant Date | Award Type | Shares | Grant Date Fair Value ($) | Vesting | Dividend Equivalents | Acceleration Terms |
|---|---|---|---|---|---|---|
| Feb 22, 2024 | RSUs (annual non-employee director grant) | 3,900 | 51,090 | Vests in full on Feb 21, 2025 | RSUs (including unvested) receive cash dividend equivalents | Accelerates upon death, disability, retirement (retirement = end of board service after age 72), or following a change in control; new director grants exclude retirement acceleration |
Other Directorships & Interlocks
- No public-company directorships for Mr. Asher are referenced in his biography; disclosed roles are Weston, Inc. (Chair) and Guardian Title Company (Founder) .
Expertise & Qualifications
- Founder and long-time leader of major industrial real estate enterprise (Weston, Inc.), bringing real estate, entrepreneurial, and financial oversight experience to Board duties and Audit Committee work .
- Independent director status under NASDAQ rules; Audit Committee responsibilities include oversight of financial reporting, internal controls, internal audit, external audit, and compliance programs .
Equity Ownership
| Holder | Shares Beneficially Owned | Ownership % of Class | Indirect Holdings | RSUs Outstanding (not in beneficial total) |
|---|---|---|---|---|
| Anthony J. Asher | 73,107 | <1% | Includes 69,207 shares held by Mr. Asher’s wife | 5,100 RSUs awarded (not included in beneficial ownership table) |
Notes:
- Beneficial ownership table excludes directors’ RSUs; Asher’s RSUs are not counted in the share total .
Governance Assessment
- Independence and committee effectiveness: Asher is an independent member of the Audit Committee; the committee met four times in FY2024, with formal oversight of financial reporting, controls, internal audit, and auditor independence .
- Attendance and engagement: Board met 12 times; no director fell below 75% attendance across Board and committees; all directors attended the last annual meeting, supporting engagement .
- Ownership alignment: Asher holds 73,107 shares (<1% of class), primarily via spousal holdings, providing some alignment; RSUs include cash dividend equivalents, which provide income during the vesting period and settle in shares at vesting .
- Compensation structure: Cash compensation is modest with meeting-based fees; equity is time-based RSUs with standard acceleration triggers; no director-specific performance metrics are attached to RSU grants .
- Related-party exposure: Aggregate loans to officers and directors total $533 as of Sept 30, 2024, all ordinary-course, on market terms, performing, and compliant with banking regulations; related-party transactions are reviewed by the Board and approved by the Audit Committee with interested directors abstaining .
- Say-on-pay signal: Advisory vote on executive compensation at the Feb 20, 2025 annual meeting received 244,004,240 “For,” 20,468,227 “Against,” and 475,180 “Abstain,” indicating broad investor support for compensation practices (contextual governance signal) .
RED FLAGS (none identified in cited sections):
- No disclosure of pledging or hedging of company stock by Mr. Asher in the provided materials .
- No tax gross-ups, option repricing, or adverse related-party transactions involving Mr. Asher disclosed in the cited sections .
Overall, Asher’s long-tenured, independent oversight on the Audit Committee coupled with consistent attendance and modest, predominantly time-based equity compensation suggests stable governance with limited conflict indicators in the disclosed period .