Two Malvern Directors Resign After Activist Opposes Re-Election

A pair of directors at Malvern Bancorp in Paoli, Pa., have resigned just days after a large investor refused to support their re-election.

The $727 million-asset company said in a press release that Claire Hughes Jr. and Robert Willson will resign before Malvern's annual meeting on Feb. 17. Hughes and Willson were supposed to stand for re-election at the meeting.

Hughes, a former Malvern chairman, has been a director since 2001. Willson joined the board in 2014.

Malvern's release did not address the status of Ralph Packard, who is also set to stand for re-election at this year's meeting.

Word of the resignations comes less than a week after Lawrence Seidman, an activist investor in New Jersey, wrote in a regulatory filing that he would withhold support for the three directors. Seidman, who controls about 5.4% of Malvern's stock, said in the filing that he wanted the company to eliminate staggered terms so all directors are elected annually.

Seidman, like several other large investors, said in his filing that he supports Anthony Weagley, who became Malvern's president and chief executive in 2014. Seidman was a director at Center Bancorp, where Weagley previously served as president and CEO before the company merged with ConnectOne Bancorp.

Weagley "is a highly competent banking executive who will continue to create value for the issuer's shareholders," the filing said.

Seidman is following an approach PL Capital took with Malvern last year. PL Capital, an activist investment group in Naperville, Ill., voted against Malvern's directors at last year's annual meeting, even though it supported Weagley.

Richard Lashley, a PL Capital principal, wrote in a January 2015 letter to George Steinmetz, Malvern's chairman, that the company's longstanding directors "should take their share of responsibility for the issues Malvern has faced under their watch."

Malvern's annual meeting is set for Feb. 17.