John Cahill
WEBSTER FINANCIALAbout John P. Cahill
John P. Cahill (age 66) is an independent director of Webster Financial Corporation (WBS) since 2022, currently serving on the Risk and Technology Committees . He is Chancellor to the Archdiocese of New York (2019–present) and brings a distinguished legal and government background with financial services knowledge and advocacy for environmental and energy preservation, per the Board’s “Selected Director Qualifications” . All non-management nominees, including Cahill, are independent under NYSE rules; the Board affirmed independence for all directors except the CEO . In 2024, all directors standing for re-election attended at least 95% of Board and relevant committee meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Archdiocese of New York | Chancellor | 2019–present | Oversees temporal matters |
| Pataki-Cahill Group LLC | Co-founder/Principal | 2007–present | Strategic consulting on energy policy |
| Norton Rose Fulbright LLP (f/k/a Chadbourne & Parke) | Senior Counsel | 2007–2019 | Legal counsel |
| State of New York (Gov. George Pataki administration) | Secretary and Chief of Staff to the Governor | 2002–2006 | Senior executive governance role |
| Ecoark Holdings, Inc. (NASDAQ: ZEST) | Director | 2016–2021 | Chair, Nominating & Corporate Governance; member, Compensation Committee |
| Sterling Bancorp | Director | 2015–2022 (merged into Webster) | Director prior to merger |
| Hudson Valley Holding Co. | Director | 2011–2015 | Director |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| National September 11 Memorial & Museum | Trustee | Not disclosed | Governance/oversight |
| Open Space Institute | Trustee | Not disclosed | Conservation advocacy |
| Archbishop Stepinac High School | Trustee | Not disclosed | Education governance |
Board Governance
- Committee assignments: Risk Committee member; Technology Committee member (as of April 1, 2025) . Risk Committee met 6 times in 2024 .
- Independence and Board structure: Majority independent board; all nominees except CEO are independent. Audit, Risk, Compensation & HR, Nominating & Corporate Governance, and Technology Committees are 100% independent .
- Attendance and engagement: All directors standing for re-election attended ≥95% of Board and committee meetings in 2024; independent directors hold executive sessions at every regularly scheduled Board meeting, led by the Lead Independent Director .
- Lead Independent Director: Richard O’Toole serves as Lead Independent Director .
- Board tenure and refreshment: Directors range in age 57–74; average ~67; guideline not to renominate after age 75 .
Fixed Compensation
| Year | Cash Fees ($) | All Other Compensation ($) | Notes |
|---|---|---|---|
| 2024 | 110,625 | 4,154 (dividends on unvested RS) | Board retainer $95,000; committee member retainers began in 2024 (Audit $15k; Risk $12.5k; Comp/NCG/Tech $10k); LID +$45k |
| 2023 | 90,000 | 4,334 (dividends on unvested RS) | Board retainer $90,000; no committee member fees in 2023; LID +$40k |
Performance Compensation
Directors do not receive options; equity is granted as time-based restricted stock with a two-year post-vest holding period and one-year vesting. No disclosed performance metrics (TSR, revenue, ESG) apply to non-employee director equity grants .
| Grant Date | Instrument | Shares Granted | Grant-Date FMV/Share ($) | Aggregate Grant-Date Fair Value ($) | Vesting | Holding |
|---|---|---|---|---|---|---|
| 2024-04-24 | Restricted Stock | 2,499 | 45.54 | 113,804 | Vests after 1 year | 2-year holding post-vest |
| 2023-04-26 | Restricted Stock | 2,888 | 36.77 | 106,192 | Vests after 1 year | 2-year holding post-vest |
Other Directorships & Interlocks
- Current public company directorships: None disclosed beyond Webster .
- Prior public boards: Ecoark Holdings (ZEST) director through 2021; committee roles noted above .
- Bank board lineage: Sterling Bancorp and Hudson Valley Holding Co. prior to the Sterling–Webster merger .
Expertise & Qualifications
- Distinguished attorney in government and private practice; extensive knowledge of financial services and banking; environmental and energy preservation advocate .
- Board skills matrix attributes include public company governance, financial services, executive leadership, risk management, strategic planning/M&A, compensation/human capital, legal/regulatory for Cahill .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Shares Outstanding | Pledged Shares |
|---|---|---|---|
| John P. Cahill | 23,134 | <1% | None pledged (per table note) |
- Stock ownership guidelines for directors: 5x annual cash retainer ($475,000 for 2024–2025 after the Annual Meeting; $450,000 for 2023). Directors who have not met guidelines must hold all long-term incentives until achieving threshold .
Governance Assessment
- Strengths: Independent status; high attendance; service on Risk and Technology aligns with board oversight of enterprise risk (including AI and cyber) and tech governance; equity grants with extended holding period support alignment; no options and no pledging of shares .
- Committee effectiveness: Risk Committee charter includes robust oversight of risk appetite, culture, AI governance, and third-party risk; Cahill’s placement here supports board effectiveness in a complex risk environment .
- Compensation alignment: Director program balanced cash/equity, reviewed annually by independent consultant (CAP); guidelines at 5x cash retainer promote meaningful ownership .
- Potential conflicts (monitor): Related-party transaction disclosure—Cahill’s sister employed at Webster with compensation >$120,000; Board affirmed independence after review per policy, with lending to directors/families at non-preferential terms .
- Signals: Committee rotation from Compensation/NCG in 2023 to Risk/Technology in 2025 suggests strategic alignment with current oversight needs; no attendance or say-on-pay red flags disclosed for directors .