Dennis James Jr.
Atlanticus HoldingsAbout Dennis H. James, Jr.
Independent director since 2022; age 54 (as of 2025 record date). CEO of ScoresMatter, Inc. (since May 2015) with prior CEO experience at International Media Technologies and seven years in corporate/investment banking at Truist/SunTrust; B.S. from Georgia Institute of Technology and MBA from Wharton. The Board designated him an “audit committee financial expert,” reflecting deep finance and audit oversight experience.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| International Media Technologies, LLC | Chief Executive Officer | 2007–2015 | Led online media and lead generation; audit management experience cited for Board value |
| Truist Financial Corp. (formerly SunTrust) | Corporate & Investment Banking; Structured Finance | ~7 years (earlier career) | Finance, accounting, risk management credentials supporting audit expertise |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| ScoresMatter, Inc. | Chief Executive Officer | May 2015–present | Digital marketing leadership; relevant to strategy, governance, and risk oversight |
| Georgia Tech Scheller College of Business | Advisory Board Member | Not specified | Academic advisory role; enhances governance perspective |
Board Governance
- Independence: Board determined James is independent under Nasdaq and SEC rules.
- Committees: Audit Committee Chair; member of Nominating & Corporate Governance; not on Compensation; not on Social Impact.
- Attendance: In 2024, the Board met 4 times; each incumbent director attended at least 75% of aggregate Board and committee meetings. Independent director executive sessions are regularly scheduled.
- Audit oversight: Audit Committee met 5 times in 2024; James is Chair and designated an “audit committee financial expert.”
| Committee | Role | 2023 Meetings | 2024 Meetings |
|---|---|---|---|
| Audit | Chair | 4 | 5 |
| Nominating & Corporate Governance | Member | 2 | 2 |
Fixed Compensation
Policy: Independent directors receive $50,000 annual cash retainer; $3,000 per Board meeting attendance; $1,500 per committee meeting; Chair fees: $25,000 (Audit, Social Impact) and $10,000 (Nominating & Corporate Governance, Compensation).
| Metric (USD) | 2023 | 2024 |
|---|---|---|
| Fees Earned or Paid in Cash | $93,000 | $94,500 |
| All Other Compensation | $0 | $0 |
| Total Cash Compensation | $93,000 | $94,500 |
Performance Compensation
Annual equity grants (time-based vesting; no performance metrics disclosed for directors):
| Equity Grant | 2024 | 2025 |
|---|---|---|
| Grant Date | Jan 2, 2024 | Jan 2, 2025 |
| Shares Granted | 2,000 | 1,150 |
| Vesting | Two equal annual installments | Two equal annual installments |
| Grant Date Fair Value (USD) | $60,260 (James’s 2023 director stock awards total; grant-date fair value methodology per ASC 718) | Not disclosed (number of shares disclosed) |
No director performance metrics (e.g., TSR, EBITDA) tied to these grants were disclosed; awards vest solely based on time.
Other Directorships & Interlocks
- No current public company directorships disclosed for James; roles listed are ScoresMatter CEO and academic advisory board service.
- No compensation committee interlocks or insider participation requiring disclosure (committee members were Hudson, Jones, Mattingly).
Expertise & Qualifications
- Audit committee financial expert designation; experience in finance, financial reporting, accounting, corporate development, strategy, governance, and risk management.
- Education: Georgia Institute of Technology (bachelor’s); Wharton School MBA.
Equity Ownership
| Ownership Detail | As of Record Date | Notes |
|---|---|---|
| Total Beneficial Ownership (shares) | 23,548 (less than 1% of class) | |
| IRA | 160 shares | |
| Held by Children | 660 shares | |
| Restricted Stock (unvested; sole voting, no investment power) | 2,150 shares | |
| Options | None disclosed for James (director tables list restricted stock only) | |
| Shares Pledged | None disclosed for James (pledging noted for other shareholders) |
Outstanding shares on 2025 record date: 15,113,071; James’s beneficial ownership is below 1% per proxy categorization.
Governance Assessment
- Positive signals: Independent status; Audit Committee Chair with “financial expert” designation; regular committee activity (Audit met 5×; Nominating 2×) and minimum attendance threshold met by all directors; time-based equity grants align director interests with shareholders.
- Risk considerations: Company lacks disclosed director stock ownership guidelines; hedging policy prohibits short sales but no broader hedging restrictions; substantial related-party transactions and share pledging exist among controlling shareholders (Hanna-related entities), elevating conflict oversight needs though no James-specific related-party exposure was disclosed.
- Compensation structure: Cash-plus-time-vested equity for directors; chair fees increase cash mix for committee leaders (James as Audit Chair), but no performance criteria on director equity could reduce at-risk alignment versus performance-vested awards.
RED FLAGS: Significant related-party transactions with entities controlled by David/Frank Hanna (e.g., Dove Ventures preferred stock and dividends; HBR employee leasing/sublease; historical Axiom Bank services) and pledged shares by large shareholders—while not attributed to James—require vigilant audit oversight to protect minority investors.