Paul C. Picknelly
About Paul C. Picknelly
Independent director of Western New England Bancorp (WNEB) since October 2016; age 64 as of May 14, 2025. A hotel owner/operator and commercial real estate developer; President of Monarch Enterprises, LLC since 1993 (Monarch Place Office Tower, Sheraton Springfield Monarch Place, Hilton Garden Inn hotels in Springfield and Worcester, MA). Serves on the board of Baystate Health since 2020. Career experience provides deep local market knowledge, customer insight, and real estate perspectives relevant to WNEB’s footprint .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Chicopee Savings Bank (legacy) | Director | 2000–2016 (until merger into WNEB) | Regional community banking perspectives |
| Chicopee Bancorp, Inc. (legacy) | Director | 2006–2016 (until merger into WNEB) | Public bank board experience pre-merger |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Monarch Enterprises, LLC | President | 1993–present | Operates Monarch Place Office Tower; Sheraton Springfield Monarch Place; Hilton Garden Inn hotels in Springfield and Worcester, MA |
| Baystate Health | Director | 2020–present | Large regional health system (non‑profit) |
Board Governance
- Independence: Independent; all directors other than the CEO are independent .
- Tenure: Director since 2016; nominated for a term expiring at the 2028 annual meeting .
- Committees and Chair Roles:
- Audit Committee – Member (Chair: Gary G. Fitzgerald) .
- Nominating & Corporate Governance Committee – Member (Chair: Lisa G. McMahon) .
- No current chair roles disclosed for Mr. Picknelly .
- Attendance and Engagement:
- Each incumbent director attended at least 75% of combined Board and committee meetings in 2024; Board/committee total of 45 meetings with 98% aggregate attendance .
- 9 of 10 directors attended the 2024 annual meeting (policy expects directors/nominees to attend) .
- Risk oversight context: Audit Committee also reviews and approves all transactions with affiliated parties; oversees financial reporting/internal controls and IT/cybersecurity auditing . Finance & Risk Management, Compensation, and Nominating committees have defined risk and governance scopes .
Fixed Compensation (Non-Employee Director; 2024)
| Component | Amount | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | $32,200 | Includes Board/committee meeting fees and retainers . |
| Annual Board Cash Retainer | $20,000 | In place since 2023; paid quarterly . |
| Chair Premiums (if any) | $0 | No chair roles for Mr. Picknelly . |
| Meeting Fees | Included in cash | $500 per Board meeting; $700 per Audit mtg; $500 per other committees; unchanged in 2024 . |
| All Other Compensation (dividends on director RS) | $501 | Dividends on restricted shares . |
Total 2024 director compensation for Mr. Picknelly: $52,701 (Cash $32,200; Equity $20,000; Other $501) .
Performance Compensation (Equity; 2024)
| Equity Vehicle | Grant Date | Grant Value | Vesting | Fair Value/Share | Notes |
|---|---|---|---|---|---|
| Restricted Stock (Annual Equity Retainer) | Mar 7, 2024 | $20,000 | Fully vested Dec 31, 2024 | $8.39 | Annual director equity retainer increased to $20,000 in 2023 to better align interests . |
The Company also maintains a Non‑Employee Director Stock Election Program allowing directors to take cash fees in stock via quarterly open-market purchases; 34,161 shares purchased for participating directors from May 2024 through Apr 4, 2025 mailing date .
Other Directorships & Interlocks
| Company/Organization | Public/Private | Role | Potential Interlock/Notes |
|---|---|---|---|
| Baystate Health | Private (non‑profit) | Director | Regional healthcare system; no disclosed WNEB related‑party transactions . |
| Monarch Enterprises, LLC | Private | President | Operates Sheraton Springfield Monarch Place Hotel, which hosted WNEB’s 2025 annual meeting; no related‑party payment disclosed in proxy (optics consideration) . |
Expertise & Qualifications
- Community and regional market insight from long-standing local hotel and commercial real estate operations .
- Board experience at legacy Chicopee Savings Bank/Bancorp supports continuity and institutional knowledge through the merger into WNEB .
- Governance contribution through Audit and Nominating & Corporate Governance committee service .
Equity Ownership
| Holder | Shares Beneficially Owned | % of Outstanding | Ownership Detail |
|---|---|---|---|
| Paul C. Picknelly | 103,220 | <1% (20,811,028 shares outstanding) | Footnote indicates 103,220 shares of restricted stock with sole voting and investment power |
- Director stock ownership guideline: 1x retainer; three years to comply; all directors were in compliance as of Dec 31, 2024 .
- Hedging/Pledging: Section 16 reporting persons (including directors) are not permitted to enter into hedging transactions under the Insider Trading Policy; pledging not specifically addressed in the proxy .
Related-Party Exposure and Controls
- Loans to directors: Made in ordinary course on market terms with appropriate approvals; as of Mar 17, 2025, aggregate exposure to non‑employee directors and their associates was $2.05 million, with $358,720 outstanding balances; individual director amounts not disclosed .
- Disclosed related‑party transaction: Lease with another director (Mr. Smith) for office space at market rates; no Picknelly‑specific transactions disclosed .
- Audit Committee is responsible for reviewing and approving all affiliated‑party transactions, supporting conflict oversight .
Say‑on‑Pay & Shareholder Feedback (Governance Signal)
- 2024 say‑on‑pay support: Approximately 98% approval at the May 9, 2024 annual meeting—indicates strong shareholder support for compensation practices and board oversight .
- Director pay practices informed by independent consultant (Pearl Meyer); recent shift reduced meeting‑based pay in favor of fixed cash and equity retainers, improving alignment and predictability .
Governance Assessment
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Strengths
- Independent director with nearly nine years of service; active on Audit and Nominating & Corporate Governance committees, which are central to financial oversight and board composition/refreshment .
- Strong attendance culture at the board level (≥75% per‑director; 98% aggregate) and high say‑on‑pay support signal effective oversight and shareholder alignment .
- Director equity retainer and stock election program foster ownership alignment; all directors meet ownership guidelines .
-
Potential Risks/Watch Items
- Annual meeting venue at the Sheraton Springfield Monarch Place Hotel—a property associated with Monarch Enterprises led by Mr. Picknelly—presents optics of a potential related‑party interaction, though no transaction with him is disclosed in the proxy .
- Aggregate loans to non‑employee directors exist (ordinary course, market terms); continue monitoring disclosures for any individual exposures and Audit Committee oversight consistency .
- No explicit disclosure on stock pledging policy for directors; hedging is prohibited for Section 16 insiders, but pledging status is not specified .
Overall, available disclosures support Mr. Picknelly’s independence and committee contributions, with meaningful ownership alignment via equity retainer. Maintain monitoring of potential optics around use of Monarch‑affiliated venues and any future related‑party disclosures to safeguard investor confidence .