John Bookmyer
WESBANCOAbout John L. Bookmyer
John L. Bookmyer, 60, is an independent director of Wesbanco, Inc. (WSBC), first appointed on February 28, 2025 following the Premier Financial Corp acquisition. He is CEO of Pain Management Group (Findlay, OH) since 2009, owner of Touch Consulting, Ltd since 2009, and formerly COO of Blanchard Valley Health System (1995–2008). He is an inactive Certified Public Accountant in Ohio, with deep oversight, leadership, and financial experience across healthcare and regional business communities .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Blanchard Valley Health System | Chief Operating Officer | 1995–2008 | Operational leadership across healthcare system |
| Premier Financial Corp and Premier Bank | Director | 2005–Feb 2025 | Long-tenured bank board experience; familiarity with Ohio market |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Pain Management Group (Findlay, OH) | Chief Executive Officer | 2009–present | Healthcare services leadership |
| Touch Consulting, Ltd | Owner | 2009–present | Consulting enterprise |
| Certified Public Accountant (Ohio) | Inactive CPA | N/A | Accounting credential and financial oversight expertise |
Board Governance
- Independence: Bookmyer is considered independent; the Board has determined all directors/nominees are independent except Jeffrey H. Jackson, Todd F. Clossin, Denise Knouse‑Snyder, and James W. Cornelsen (Board independence ratio 80%) .
- Appointment pathway: Nominated pursuant to Wesbanco’s merger agreement with Premier; Wesbanco agreed to include certain Premier directors (including Bookmyer) as recommended nominees until they serve at least a full three‑year term .
- Committee assignments: Not specifically disclosed for Bookmyer in the 2025 proxy; WSBC maintains independent Audit, Compensation, and Nominating Committees, each empowered to retain advisors and holding executive sessions .
- Board cadence and attendance expectations: Board meets eight times annually; in 2023 each director attended at least 75% of Board/committee meetings (benchmark for incumbents). Meeting fee schedule and director retainer detailed below .
- Governance policies signaling alignment: No short sales, hedging, or pledging of Wesbanco stock; stock ownership guidelines apply to executive officers and non‑employee directors .
Fixed Compensation
| Component | Amount | Notes |
|---|---|---|
| Annual Director Retainer (WSBC) | $50,000 | Payable quarterly |
| Board Meeting Fee | $1,500 per meeting | Standard fee for attendance |
| Executive Committee Meeting Fee | $1,250 per meeting | Applies when Exec Committee meets in months without Board meetings |
| Chairman of the Board Annual Fee | $125,000 | Paid to Board Chair |
| Audit Committee Chair Annual Fee | $75,000 | Paid to Audit Chair |
| Committee Meeting Fee (other committees) | $1,000 per meeting | Compensation for other committee attendance |
Director compensation actually paid in 2024 shows no amounts for Bookmyer given his election occurred on February 28, 2025; 2024 totals for other directors reflect standard cash/equity components .
Performance Compensation
| Equity Component | Structure | Grant Timing | Grant-date Fair Value | Vesting | Notes |
|---|---|---|---|---|---|
| Time-based Restricted Stock (Directors) | Annual grant | Reorganization meeting (April) | Increased from $30,000 to $50,000 in 2024 | 3-year cliff vest | Increase based on peer data; applies to non‑employee directors |
| 2024 Director Stock Awards | Aggregate | 2024 | $750,000 total across directors | As per plan | Unvested counts listed for each director; Bookmyer shows 0 unvested as of 2024 |
Note: WSBC does not disclose performance metrics tied to director equity; director grants are time‑based restricted stock rather than PSU‑style awards .
Other Directorships & Interlocks
| Company | Public/Private | Role | Tenure | Interlock/Notes |
|---|---|---|---|---|
| Premier Financial Corp / Premier Bank | Public (Premier Financial Corp) | Director | 2005–Feb 2025 | Nominated to WSBC Board under Premier merger agreement; intended full three‑year term as recommended nominee |
No other public company directorships are disclosed for Bookmyer in the WSBC proxy .
Expertise & Qualifications
- Financial and operational leadership: Healthcare COO and CEO experience; inactive CPA credential supports audit/finance literacy .
- Regional market familiarity: Extensive engagement across Ohio healthcare and business communities, aligning with WSBC market footprint .
- Long-tenured bank board service: Two decades of governance experience at Premier entities .
Equity Ownership
| Holder | Total Beneficial Ownership (shares) | Ownership % of Outstanding | Composition/Notes |
|---|---|---|---|
| John L. Bookmyer | 53,276 | <1% (denoted “*”) | Includes 51,625 shares held jointly with spouse, Kimberly Bookmyer |
- Unvested director equity: As of 2024, Bookmyer held 0 unvested time‑based restricted shares (consistent with 2025 election timing) .
- Anti‑hedging/pledging: Corporate policy prohibits short sales, hedging, and pledging of stock; directors are covered by stock ownership guidelines .
Governance Assessment
- Alignment positives:
- Independence affirmed and strong personal share ownership (53,276 shares), indicating skin‑in‑the‑game following the Premier combination .
- Director equity grants are multi‑year, time‑based, supporting long‑term alignment; anti‑hedging/pledging policy reduces misalignment risk .
- Compensation governance utilizes independent consultant (Cowden), with structured committee processes and executive sessions; say‑on‑pay support was ~81% in 2024, indicating acceptable investor sentiment on WSBC pay practices .
- Watch items and potential red flags:
- Merger‑related nomination obligation: Bookmyer’s seat arises from Premier merger terms; while independence is affirmed, monitor for any related‑party transactions or preferential dealings with entities tied to his external roles—none disclosed for him in the proxy .
- Committee assignments: Not disclosed for Bookmyer; clarity on audit/compensation/nominating roles will better inform board effectiveness (to be tracked post‑2025 annual meeting) .
- Attendance metrics: Not yet applicable for Bookmyer; WSBC expects ≥75% attendance; confirm actual engagement in future filings .
Overall, Bookmyer brings seasoned operational and financial oversight with meaningful share ownership post‑merger, under a governance framework featuring independent committees and robust anti‑hedging/pledging policies. Continued monitoring of his WSBC committee assignments, meeting attendance, and any related‑party exposures is advisable .