William P. Hood
About William P. Hood
William P. Hood (age 78) is an independent director of Winchester Bancorp, Inc. and Winchester Savings Bank, serving since 1989; he is Owner & President of Hood Coatings, a specialty coatings company operating for over 40 years, and is the father of fellow director David P. Hood . The board has determined all directors other than the CEO are independent under Nasdaq standards, which includes Mr. Hood .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Hood Coatings | Owner & President | Over 40 years | Brings small-business operator perspective on local customer needs |
| Winchester Bancorp, Inc. | Director | Director since 1989 | Long-tenured independent director; family relationship to David P. Hood disclosed |
External Roles
No other public company directorships or committee roles are disclosed for Mr. Hood in the proxy .
Board Governance
- Committees: Mr. Hood is not listed on the Audit (Macdonald, Harte, Snow; chair Macdonald) , Compensation (Merritt, Macdonald, Cotter, David P. Hood, Perkins Salehpour; chair Merritt) , or Nominating & Corporate Governance committees (David P. Hood, Pierce Connolly, Carson; chair David P. Hood) .
- Independence and leadership: Board comprises a majority of independent directors and uses a separate independent Chairman and CEO structure with periodic executive sessions of independent directors .
- Attendance: The Board held four regular and five special meetings in FY ended June 30, 2025; no director attended fewer than 75% of Board and applicable committee meetings .
- Related-party oversight: The Audit Committee reviews related-party transactions twice per year and the company disclosed no transactions >$120,000 involving directors or executives since July 1, 2022; routine director/officer loans are on market terms .
- Additional context: In assessing independence, the Board considered directors’ normal-course banking relationships and disclosed $2,030 in legal fees paid to the Curtis Law Office for real estate transactions (director Geoffrey A. Curtis’s firm) .
Fixed Compensation
| Director Compensation (FY ended June 30, 2025) | Amount ($) |
|---|---|
| Fees Earned or Paid in Cash | 24,850 |
| All Other Compensation | — |
| Total | 24,850 |
Director fee structure in effect as of January 1, 2025 (for context):
| Role/Meeting | Fee |
|---|---|
| Chairperson of the Board (annual) | $25,000 |
| Clerk of the Board (per meeting) | $1,000 |
| Member of the Board (per meeting) | $750 |
| Member of Board of Investments (annual) | $20,000 |
| Chair – Audit (per meeting) | $1,500 |
| Member – Audit (per meeting) | $800 |
| Chair – Nominating/Compensation (per meeting) | $1,200 |
| Member – Nominating/Compensation/CRA (per meeting) | $700 |
Performance Compensation
| Item | FY2025 Disclosure |
|---|---|
| Director equity grants (RSUs/PSUs/DSUs) | Not disclosed; director compensation table shows cash-only fees |
| Options granted to directors | Not disclosed; company did not maintain an equity incentive plan or grant stock options in FY2025 (disclosed for named executives) |
| Performance-linked director pay metrics | Not disclosed in proxy for directors |
Other Directorships & Interlocks
| Entity | Relationship | Details |
|---|---|---|
| Winchester Bancorp, Inc. | Family interlock | Mr. Hood is the father of director David P. Hood (both serve on the Board) |
Expertise & Qualifications
- Long-standing small-business owner with decades of operational experience, providing direct insight into local market customers and small-business challenges .
- Community orientation aligned with bank’s local focus; tenure on the board since 1989 supports institutional knowledge .
Equity Ownership
| As of September 30, 2025 | Shares Beneficially Owned | % of Outstanding | Holdings Detail |
|---|---|---|---|
| William P. Hood | 51,050 | <1% | Includes 3,000 shares held in an individual retirement account |
Governance Assessment
- Strengths: Independent status; seasoned operator perspective; no related-party transactions >$120k disclosed; board maintains independent leadership structure and holds executive sessions; attendance appears adequate (≥75%) .
- Alignment: Ownership of 51,050 shares provides some skin-in-the-game, though less than 1% of outstanding; director compensation is entirely cash with no equity grants disclosed, which may limit long-term alignment versus equity-linked director pay typical at larger peers .
- Potential conflicts: Family relationship with David P. Hood presents a governance consideration but does not, on its own, negate independence under Nasdaq standards per Board determination; no related-party transactions above $120k disclosed .
- Red flags: Company has not adopted a hedging policy for employees, officers, and directors, which can weaken alignment if hedging were used; however, Section 16(a) compliance disclosure noted delinquencies for certain parties, not including Mr. Hood .