Douglas W. Beals
About Douglas W. Beals
Douglas W. Beals, age 63, is an Iowa-based attorney at Moore, McKibben, Goodman & Lorenz, LLP with over 40 years of practice in real estate, estate planning, trust and estate settlement, and income tax planning. He was nominated in March 2025 to join the Ames National Corporation (ATLO) Board as an independent director for a three-year term expiring at the 2028 annual meeting, and has served on the board of United Bank & Trust Co. (a subsidiary bank) since 2018 .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Moore, McKibben, Goodman & Lorenz, LLP | Attorney | Over 40 years | Practice areas: real estate, estate planning, trust/estate settlement, income tax |
External Roles
| Organization | Role | Start Year | Notes |
|---|---|---|---|
| United Bank & Trust Co. | Director | 2018 | Subsidiary bank within Ames National |
| Other public company boards | None | — | The company discloses no current or last-5-year public company directorships for any ATLO director/nominee |
Board Governance
- Independence: The Board determined all nominees (including Beals) are independent under NASDAQ rules; exceptions are CEO John P. Nelson and former CFO/director John L. Pierschbacher .
- Nomination: Beals was nominated for election to a three-year term expiring in 2028 and was recommended by CEO John P. Nelson .
- Committee assignments: Not yet assigned at the Company level; current standing committees and leadership are:
- Audit Committee: Chair Jeffery C. Baker; members Lisa M. Eslinger (designated “financial expert”) and Kevin L. Swartz; Pierschbacher attends as a non-voting observer .
- Personnel Committee: Chair David W. Benson; members Michelle R. Cassabaum, Lisa M. Eslinger, Everett S. Miles .
- Nominating Committee: Chair Betty A. Baudler Horras; members David W. Benson, Kevin L. Swartz, Scot A. Trost .
- Engagement/attendance: Not applicable for Beals prior to election; ATLO’s board held four regular quarterly meetings in 2024, and all directors met at least 75% attendance except Mr. Larson .
Fixed Compensation
ATLO discloses the standard fee schedule for non-employee Company directors (2024 basis):
| Component | Amount | Notes |
|---|---|---|
| Annual retainer | $9,000 | Paid quarterly ($2,250 per quarter) |
| Regular Board meeting fee | $2,500 per meeting | Chairman receives +$1,000 per meeting |
| Committee meeting fee (member) | $520 per meeting | Applies per committee meeting attended |
| Committee meeting fee (chair) | $660 per meeting | Applies per committee meeting attended |
| Bank board meeting fees | $650–$900 per meeting | For service on subsidiary bank boards |
| Bank committee meeting fees | $295–$600 per meeting | For service on subsidiary bank committees |
Note: Beals was not a Company director in 2024; bank-level director fees are determined by each Bank and disclosed in the Company director notes .
Performance Compensation
ATLO does not grant performance-based pay (e.g., PSUs/options) to Company directors. Subsidiary Banks operate a cash-only Director Stock Incentive Plan intended to encourage open-market purchases of ATLO shares:
| Metric | 2023 | 2024 |
|---|---|---|
| Award value (equal to market value of 100 ATLO shares; average closing price over the 10 trading days preceding and including April 30) | $1,952 | $1,933 |
| Expected purchase (encouraged, not required) | Minimum 200 shares before Dec 15 | Minimum 200 shares before Dec 15 |
| Holding guideline | Expected ≥5 years | Expected ≥5 years |
| Non-compliance consequence | Potential exclusion from future participation | Potential exclusion from future participation |
Note: Bank Stock Incentive Awards apply to eligible bank directors; the Company director compensation table footnote describes the program and award values at each Bank .
Other Directorships & Interlocks
| Entity | Type | Overlap/Interlock | Relevance |
|---|---|---|---|
| United Bank & Trust Co. | Subsidiary bank | CEO John P. Nelson is Chairman; director Kevin L. Swartz has served since 2003 | Internal interlocks within corporate family can concentrate influence/knowledge sharing |
| Public company boards | — | None for ATLO directors/nominees within last 5 years | Reduces external conflicts risk |
Expertise & Qualifications
- Legal/technical: 40+ years in business, real estate, estate planning, trusts/estates, and income tax—useful for bank lending practices, fiduciary oversight, and compliance .
- Financial services familiarity: Multi-year service on a subsidiary bank board (United Bank & Trust Co.) since 2018, aligning with ATLO’s community banking footprint .
- Nominating committee minimum qualifications: The company emphasizes business/financial understanding, community involvement, and (preferably) prior Bank board service—criteria Beals satisfies .
Equity Ownership
| Metric | As of Feb 28, 2025 |
|---|---|
| Shares beneficially owned | 1,775 (less than 1% of outstanding shares) |
| Shares outstanding | 8,915,557 |
| Hedging policy | Directors prohibited from hedging/short sales in Company securities |
No pledging or derivative holdings are disclosed for Beals in the proxy; options/RSUs for directors are not disclosed (Company directors are paid in cash; Banks have cash-only Stock Incentive Awards) .
Governance Assessment
- Strengths: Independent status under NASDAQ rules; deep legal expertise in real estate/trusts/tax; long-standing United Bank & Trust Co. board service provides domain and local market knowledge .
- Alignment: Direct beneficial ownership (1,775 shares) and bank-level Stock Incentive program design that encourages open-market stock purchases with multi-year holding expectations support shareholder alignment .
- Oversight capacity: Legal background bolsters audit/risk/credit prudence; potential fit for Nominating or Audit (subject to Board decisions). Current Company committee assignments are pending .
- Monitoring items:
- Recommended for nomination by the CEO—common at small-cap banks, but investors should monitor practical independence and challenge function in board deliberations (particularly on related-party and bank credit matters) .
- Internal interlocks at United Bank & Trust Co. with CEO (Chair) and another director (Swartz) can enhance information flow but may concentrate influence; ensure robust committee independence and objective oversight at the Company level .
- Related-party exposure: Loans to directors/associates may occur in ordinary course at the Banks; Audit Committee reviews related-party transactions (Reg O loans are exempt from committee approval if on market terms). No unfavorable features disclosed; continue monitoring .
- RED FLAGS:
- None disclosed specific to Beals (no low attendance, no public-company interlocks, no related-party transactions flagged). Watch for any professional services between his law firm and ATLO/Banks that could create a related-party transaction; none disclosed in the proxy .
Bottom line: Beals brings relevant legal and banking governance experience and is classified as independent. The primary investor sensitivity is ensuring independence-in-practice given nomination by the CEO and subsidiary interlocks, with continued vigilance on related-party transactions and committee assignments to maximize board effectiveness .