Scot A. Trost
About Scot A. Trost
Scot A. Trost (age 52) has served as an independent director of Ames National Corporation (ATLO) since 2024. He is a long‑time owner‑operator of a large row‑crop and livestock farm in the Lenox, Iowa area and has served on the board of Iowa State Savings Bank since 2019, bringing operating and community banking experience to ATLO’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Private farm (Lenox, IA) | Owner-Operator (row crop and livestock) | Not disclosed | Operational leadership and financial oversight for an agricultural enterprise |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Iowa State Savings Bank | Director | 2019–present | Community bank governance experience applicable to ATLO board work |
Board Governance
- Independence: Classified as independent under NASDAQ rules; only the CEO (John P. Nelson) and former CFO (John L. Pierschbacher) are non‑independent .
- Committee assignments: Member, Nominating Committee; the committee met twice in 2024 and is chaired by Betty A. Baudler Horras .
- Attendance and engagement: Board held four regular meetings in 2024; each director attended at least 75% of Board and applicable committee meetings, except Mr. Larson (Trost not listed as an exception) .
- Years of service on ATLO board: Director since 2024; current term expires at the annual meeting to be held in 2027 .
- Leadership structure: Chairman of the Board is Patrick G. Hagan; ATLO separates CEO and Chair roles (no Lead Independent Director disclosed) .
Fixed Compensation
| Metric | 2024 | Notes |
|---|---|---|
| Annual Director Retainer (Company) | $9,000 | Paid quarterly ($2,250) |
| Board Meeting Fee (Company) | $2,500 per regular meeting | Chair receives an extra $1,000 per meeting |
| Committee Meeting Fee (Company) | $520 member / $660 chair per meeting | Applies to Audit, Personnel, Nominating meetings |
| Bank Board Meeting Fees | $650–$900 per meeting (ranges) | For service on subsidiary bank boards |
| Bank Committee Meeting Fees | $295–$600 per meeting (ranges) | Subsidiary bank committees |
| Scot A. Trost – Fees Earned or Paid in Cash | $22,010 | Aggregate Company/Bank cash fees |
| Scot A. Trost – All Other Compensation | $1,933 | Director Stock Incentive Plan (bank-level), cash award equal to 100 ATLO shares value |
| Scot A. Trost – Total | $23,943 | Sum of cash fees and Stock Plan award |
Performance Compensation
ATLO does not grant equity (RSUs/PSUs/options) to non‑employee directors in 2024; compensation is cash-based. A bank-level Director Stock Incentive Plan provides a cash award equal to the market value of 100 ATLO shares (average closing price of the ten trading days preceding and including April 30) paid on or about May 15; directors are encouraged (not required) to use the award plus personal funds to purchase at least 200 ATLO shares, hold for five years, and may be excluded from future awards if they do not comply with purchase/holding expectations .
| Performance Element | Structure | 2024 Detail |
|---|---|---|
| Director Stock Incentive Plan (Bank-level) | Cash award equal to 100 shares’ market value; encourage purchase of 200 shares; 5-year holding expectation; non-compliance may exclude from future participation | $1,933 award amount for eligible directors, including Trost |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Other public company boards | None in past five years (for all directors/nominees) |
| Private/non-profit/academic boards | Not disclosed |
| Shared directorships with competitors/suppliers/customers | Not disclosed |
Expertise & Qualifications
- Business and operating experience: Owner/senior operator experience contributes knowledge in financial/accounting matters, operations, risk management, marketing, and HR, consistent with board’s desired skills mix .
- Banking exposure: Prior service on subsidiary bank board (Iowa State Savings Bank) is a preferred pathway to ATLO board service and provides familiarity with banking practices and ATLO’s philosophy .
Equity Ownership
| Metric | Feb 28, 2024 | Feb 28, 2025 |
|---|---|---|
| Beneficial Ownership (shares) | 600 | 800 |
| Percent of Shares Outstanding | <1% | <1% |
| Hedging/Pledging Policy | Hedging and short sales prohibited for directors/employees | Hedging and short sales prohibited for directors/employees |
Governance Assessment
- Positives: Independent director; serves on Nominating Committee responsible for board composition; met board engagement thresholds in 2024; brings practical operating discipline and community banking oversight; no public company interlocks; corporate policy prohibits hedging in ATLO stock, supporting alignment .
- Alignment signals: Holds 800 shares as of Feb 28, 2025, up from 600 shares in 2024; received $1,933 bank-level Stock Plan cash award designed to encourage open‑market share purchases and a five‑year holding horizon .
- Potential risks/flags: Personal ownership remains immaterial (<1%); director compensation is predominantly cash with no at‑risk equity grants, reducing direct long‑term alignment; no disclosed committee chair roles; related‑party loans may exist at bank level but are represented as ordinary course on market terms and subject to Audit Committee oversight under the related party policy and Regulation O .
RED FLAGS to monitor: Any related‑party transactions outside ordinary course/market terms; failure to meet Stock Plan purchase/holding expectations (could indicate weaker alignment); changes to director fee structure that increase guaranteed pay vs. equity; attendance falling below 75% .