Mona Aboelnaga Kanaan
WEBSTER FINANCIALAbout Mona Aboelnaga Kanaan
Independent director since 2022 (age 57) and Managing Partner at K6 Investments; she chairs Webster’s Technology Committee and serves on the Nominating & Corporate Governance and Executive Committees . The Board affirmed her independence under NYSE rules; directors standing for re‑election attended at least 95% of Board and committee meetings in 2024, and executive sessions of independent directors were held at every regularly scheduled Board meeting . Her core credentials span CEO/entrepreneurship, financial services private equity, and technology/cyber oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Proctor Investment Managers LLC | Co‑Founder, President & CEO; sold to National Bank of Canada in 2006, continued as CEO until 2013 | 2002–2013 | Led strategic development, acquisitions, and distribution; early GP‑stakes investor |
| FinTech Acquisition Corp. VI (NASDAQ: FTVI) | Director; Audit Committee Chair | 2021–2022 | Audit oversight and SPAC governance |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| Perpetual Limited (ASX: PPT) | Director | Since Jun 2021 | Chairs Technology & Cybersecurity; member of Audit, Investment, People/Remuneration, and People Committees |
| Mondee Holdings, Inc. (NASDAQ: MOND) | Director | Since Jul 2022 | Chairs Nominating & Corporate Governance and Special Committee; Audit Committee member |
| Egyptian American Enterprise Fund | Vice Chairman | Ongoing | Investment, Audit, Nominating & Governance Committees |
| Investcorp Strategic Capital Group | Advisory Board member | Ongoing | — |
| Rebalance Capital | Advisory Board member | Ongoing | — |
| Global Ventures (Dubai VC) | Advisory Board member | Ongoing | — |
| Fashion Institute of Technology (SUNY) | Trustee | Ongoing | — |
| Council on Foreign Relations | Member | Ongoing | — |
Board Governance
- Current Webster committee roles: Technology (Chair), Nominating & Corporate Governance, Executive; moved from Risk Committee (2023) to Nominating & Corporate Governance (2025) reflecting governance focus .
- Technology Committee scope: approves technology strategy and major investments; oversees cybersecurity, data privacy; assists Risk Committee on AI oversight; 4 meetings in 2024 (6 in 2023) .
- Independence and attendance: Board determined all nominees except the CEO are independent; all standing for re‑election attended ≥95% of aggregate Board/committee meetings; executive sessions of independent directors held at every regular meeting, presided by the Lead Independent Director .
- Overboarding policy: directors may serve on no more than four public company boards including Webster; outside board roles require Nominating & Corporate Governance Committee approval .
Fixed Compensation
| Component | 2024 Program Terms | Mona’s 2024 Actual |
|---|---|---|
| Board Retainer (cash) | $95,000 annual, paid quarterly | $121,250 fees (includes committee/chair retainers) |
| Lead Independent Director Retainer | $45,000 (not applicable to her) | — |
| Committee Chair Retainers | Audit $35k; Risk $30k; Comp/HR $20k; Nominating $20k; Technology $20k | Technology Chair applies |
| Committee Member Retainers | Audit $15k; Risk $12.5k; Comp/HR $10k; Nominating $10k; Technology $10k | Nominating & Tech membership applies |
| Equity Grant (annual) | $115,000 grant‑date value | $113,804 stock awards |
| Other Compensation | Dividends on unvested RS; no options issued to directors | $4,154 dividends |
YoY change (program): cash retainer increased from $90,000 (2023) to $95,000 (2024); equity increased from $110,000 to $115,000 . Mona’s total director comp: $239,208 in 2024 vs $220,526 in prior period .
Performance Compensation
Directors do not receive performance‑based equity or options; annual grants are time‑based restricted stock with one‑year vesting and a two‑year holding period post‑vesting; no options are outstanding for non‑employee directors .
| Equity Award | Grant Date | Shares | FMV per Share | Grant Value | Vesting | Post‑Vest Holding |
|---|---|---|---|---|---|---|
| Restricted Stock (Annual) | Apr 24, 2024 | 2,499 | $45.54 | $113,804 | 1 year | 2 years |
Clawbacks: Company has compensation recoupment (“claw‑back”) policies; hedging and pledging of Webster stock are prohibited for directors .
Other Directorships & Interlocks
- No related‑party transactions disclosed for Ms. Kanaan; related‑party items disclosed in recent proxies do not list her (e.g., employee relationship for another director’s family member) .
- Loans to insiders follow Regulation O and are on market terms if applicable; no unfavorable features reported; no specific extensions to Ms. Kanaan disclosed .
Expertise & Qualifications
- Experienced CEO and private equity investor with 30+ years in financial services; deep FinTech and technology/cyber oversight experience; strategic transactions across asset classes and distribution channels .
- Board skills matrix: public company governance, audit/financial, financial services industry, executive leadership, risk management, technology/cyber/data management, strategic planning/M&A, compensation/human capital, legal/regulatory — all attributed to her profile .
Equity Ownership
| Holder | Shares Beneficially Owned | % Outstanding |
|---|---|---|
| Mona Aboelnaga Kanaan | 11,999 | <1% (Company footnote) |
Notes: The ownership table indicates none of the reported shares for directors are pledged; record date shares outstanding were 168,301,119 . Director stock ownership guideline is 5x cash retainer ($475,000 for 2024/2025); directors not at guideline must hold all long‑term incentives (net of taxes) until compliant . Anti‑hedging and anti‑pledging policies apply to directors .
Governance Assessment
- Strengths: independent status; multi‑committee leadership (Technology Chair, Nominating & Corporate Governance, Executive) enhancing oversight of cybersecurity, AI governance, and board processes; strong attendance and executive session participation support effective oversight .
- Alignment: meaningful equity retainer with mandatory post‑vest holding; robust stock ownership guideline (5x retainer); anti‑hedging/pledging and clawback frameworks reduce misalignment risk .
- Potential conflicts/red flags: none disclosed specific to Ms. Kanaan; external boards (Perpetual, Mondee) are within Webster’s overboarding cap and approved process; no related‑party transactions listed; policies require arm’s‑length terms and committee review of any related‑party items .
- Engagement signal: chaired Technology Committee during a period where the Board explicitly oversees AI usage and cybersecurity via Technology and Risk Committees; meeting cadence (4 in 2024) indicates active oversight .