Lisa G. McMahon
About Lisa G. McMahon
Lisa G. McMahon (age 66) has served on WNEB’s Board since 2014 and as Chairperson of the Board since 2020. She is Vice President of Institutional Advancement at Westfield State University (since 2021) and previously served as Executive Director of the Westfield State University Foundation (2021–2024). Her background includes roles at Merrill Lynch (securities licenses), leadership in local economic development, and long-standing nonprofit governance; education includes a B.S. from Our Lady of the Elms College and an honorary doctorate in Public Service from Westfield State University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Western New England Bancorp, Inc. | Director; Chairperson of the Board | Director since 2014; Chair since 2020 | Chairs Executive Committee; Chairs Nominating & Corporate Governance; Member Compensation |
| Westfield State University Foundation | Executive Director | 2021–2024 | Endowment stewardship, fundraising leadership |
| Westfield Business Improvement District | Executive Director | 2007–2012 | Community/economic development leadership |
| Merrill Lynch | Registered investment advisor representative; securities licensed | Pre-2013 | Financial services, client advisory experience |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Westfield State University | Vice President of Institutional Advancement | 2021–present | Advancement strategy; donor engagement |
| Westfield Academy Foundation | Director and President | 2018–present | Nonprofit governance; education advocacy |
| Genesis Spiritual and Conference Center (Sisters of Providence Health Systems) | Board Chair (prior service) | N/A | Health system-affiliated nonprofit leadership |
Board Governance
- Board composition: 9 directors; 89% independent; average age 64.8; average tenure 12.1 years .
- Independence: All directors other than CEO are independent; McMahon is independent (committee memberships designated independent under NASDAQ/Exchange Act standards) .
- Committee assignments (2024):
- Executive Committee: Chair; 12 meetings .
- Nominating & Corporate Governance Committee: Chair; 2 meetings .
- Compensation Committee: Member; 3 meetings .
- Not a member of Audit; not a member of Finance & Risk Management .
- Attendance: In 2024, the Board/committees scheduled 45 meetings; all incumbents attended at least 75% of Board and committee meetings; aggregate attendance was 98% .
- Executive sessions/lead independent director: Not disclosed.
Fixed Compensation
| Metric (USD) | FY 2023 | FY 2024 |
|---|---|---|
| Fees Earned or Paid in Cash | 72,300 | 74,000 |
| Equity Retainer Stock Grant (Grant Date FV) | 20,000 | 20,000 |
| All Other Compensation (dividends) | 425 | 501 |
| Total Annual Compensation | 92,725 | 94,501 |
- Compensation structure: Meeting fee reduced to $500 in 2023; introduced $20,000 annual cash retainer; increased annual equity retainer to $20,000; Board Chair cash retainer increased to $15,000; Committee Chair cash retainers: Audit $5,000, Compensation $4,000, Finance & Risk $3,500, Nominating & Corporate Governance $3,000; Executive Committee annual cash retainer $20,800 (paid monthly) .
- Director compensation governance: Compensation Committee uses independent consultant Pearl Meyer; targeted shift toward retainers vs meeting-based pay .
Performance Compensation
| Award Type | Grant Date | Shares/Units | Grant Date Fair Value/Share | Vesting |
|---|---|---|---|---|
| Restricted Stock (Equity Retainer) | Mar 7, 2024 | 2,384 shares | $8.39 per share | Fully vested Dec 31, 2024 |
- No director stock options disclosed; director equity is restricted stock under the 2021 Omnibus Incentive Plan; annual equity retainer is fixed-value grant (not performance-conditioned) .
Other Directorships & Interlocks
| Company | Type | Role | Notes |
|---|---|---|---|
| None disclosed | Public company | N/A | No current/prior public company boards disclosed for McMahon . |
- Compensation Committee interlocks: None; no insider participation; no interlocking relationships reported .
Expertise & Qualifications
- Board leadership and governance: Board Chair since 2020; chairs key committees (Executive; Nominating & Corporate Governance) .
- Financial services familiarity: Securities licensing; investment advisory background (Merrill Lynch) .
- Nonprofit and community leadership: Institutional advancement executive; foundation president; prior health system-affiliated board chair .
- Education: B.S. (Our Lady of the Elms College); honorary doctorate in Public Service (Westfield State University) .
Equity Ownership
| Metric | Mar 11, 2024 | Mar 17, 2025 |
|---|---|---|
| Total Beneficial Ownership (shares) | 49,797 | 51,668 |
| Percent of Shares Outstanding | <1% (out of 21,705,631) | <1% (out of 20,811,028) |
| Jointly Held with Spouse | 44,204 | 48,459 |
| Sole Ownership | 3,209 | 3,209 |
| Unvested Restricted Stock | 2,384 (vested 12/31/2024) | 0 (all director awards vested) |
- Stock Ownership Guidelines: Directors must hold at least 1x retainer; compliance required within 3 years; all directors in compliance as of Dec 31, 2024 .
- Non-Employee Director Stock Election Program: Directors may elect to receive stock in lieu of cash compensation; TI-Trust purchased 34,161 shares on behalf of participating directors between May 2024 and April 4, 2025 .
Governance Assessment
- Board effectiveness and independence: McMahon’s dual role as Board Chair and Chair of the Governance Committee centralizes oversight of board refreshment, independence reviews, and succession planning; all non-CEO directors are independent, reinforcing board challenge capacity .
- Engagement: High committee leadership (Executive; Governance) and Compensation Committee membership indicate deep involvement in credit approvals between meetings and talent/compensation oversight; overall board/committee attendance strong (98%) .
- Pay mix and alignment: Director compensation balanced toward fixed retainers (cash + equity) with reduced reliance on per-meeting fees; annual $20,000 equity retainer in restricted stock fully vests annually, supporting ongoing alignment though not performance-conditioned; McMahon’s cash/equity mix for 2024 was $74k/$20k .
- Ownership alignment: Beneficial ownership rose to 51,668 shares by March 17, 2025; directors broadly comply with stock ownership guidelines; stock election program further encourages accumulation; no outstanding unvested director awards after Dec 31, 2024 .
- Conflicts/related party exposure: Related-person transactions policy in place; Credit exposures to non-employee directors/associates totaled $2.05 million with outstanding balances of $358,720 as of March 17, 2025; loans follow ordinary-course terms, require pre-approval above thresholds, and directors recuse from votes; no McMahon-specific related-party transaction disclosed .
- Risk indicators: Insider trading controls (pre-clearance, blackout periods); prohibition on hedging by Section 16 reporting persons; strong discouragement of short sales for employees; no Section 16(a) filing delinquencies in 2024 .
RED FLAGS: None disclosed specific to McMahon. Aggregate director/associate lending is monitored and pre-approved; no unfavorable features reported; no pledging disclosures identified; no director-specific related party transactions or meeting attendance shortfalls reported .
Notes on Unavailable Items
- Individual attendance percentages, say-on-pay results, compensation peer group constituents, and any director-specific hedging/pledging elections were not disclosed in the proxy materials reviewed; options awards for directors are not used; clawback provisions pertain to executive incentive compensation oversight via the Compensation Committee, not director pay .