Five Star parent’s board excludes Humphrey from re-election slate

April 02--The board of directors of Five Star Bank's holding company is preparing to move forward without Peter G. Humphrey, whose family has been instrumental in the bank's growth and history.

Humphrey was not nominated for re-election to his seat on Warsaw-based Financial Institutions' board, which he joined more than 30 years ago. The election will take place May 7 at the bank's annual meeting in Fairport.

Humphrey in August 2012 abruptly retired as president and chief executive officer of Five Star and its parent but has continued to serve on the board. His current three-year term expires at the annual meeting.

Five nominees are up for election by shareholders to five seats on Financial Institutions' board. Three of the nominees are incumbents. There are two vacancies to fill because Barton P. Dambra chose to retire as a director and Humphrey was not nominated for re-election, according to a regulatory filing.

Charles Guarino, senior vice president and director of marketing at Five Star, noted that Humphrey retired as CEO in 2012 "after a long and distinguished career here" and that his departure from the board is "just part of a natural transition." The board of directors felt the current slate of candidates was best suited to take the bank forward, he said.

When the bank's board recommended re-electing Humphrey in 2011, shareholders were told the "attributes, skills and qualifications Mr. Humphrey has developed through his banking background, professional experiences as a business leader, as well as his knowledge and experience as director of the bank and the company, enable him to provide continued banking and business expertise to the board."

The nominees for the two vacant seats this year are Andrew W. Dorn Jr., who founded the parent of Greater Buffalo Savings Bank, which was later sold to First Niagara; and Robert M. Glaser, chairman of Freed Maxick CPAs.

Financial Institutions' entire board consists of 11 members and is headed by Chairman John E. Benjamin, who is up for re-election to a board seat. He served as interim CEO following Humphrey's retirement.

Humphrey was the fourth-generation member of his family to lead the bank, serving as CEO from 1994 until his retirement in summer 2012. He has been on the board since 1983 and owns about 2.4 percent of the bank's outstanding shares. He could not be reached to comment Tuesday.

Humphrey's great-grandfather had purchased Wyoming National Bank in the mid-1800s and became president in 1867. Acquisitions and growth over the ensuing decades led to the formation of a holding company in 1931. It has grown into an institution with about $3 billion in assets and about 50 branches as of the end of 2013.

In the Buffalo Niagara region, Five Star ranked No. 11 in deposit market share, based on the most recently available Federal Deposit Insurance Corp. data.

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