Edward Bagwell III
About Edward Bagwell III
Edward L. “Lee” Bagwell III, age 57, is Executive Vice President, Chief Risk Officer (CRO) and General Counsel of Colony Bankcorp, Inc. (CBAN). He has served as CRO and General Counsel since May 2019 and as Corporate Secretary since December 2019; he previously served as EVP/Chief Credit Officer (2017–2019), SVP/Chief Credit Officer (2016–2017), and joined Colony in June 2003 after private legal practice in Douglas, GA . As of 2025, he has 22 years in banking and 22 years with Colony, reflecting deep institutional tenure . Company performance context under his risk oversight shows: cumulative TSR improved from 75.10 (2022) to 121.35 (2024) on a $100 basis and net income rose from $19.5m (2022) to $23.9m (2024) . Recent results highlight Q3’25 net income of $5.82m, EPS $0.33, and NIM of 3.17% amid expanding margins .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Colony Bankcorp, Inc. | EVP, Chief Risk Officer & General Counsel | May 2019–present | Enterprise-wide risk identification/monitoring and supervision of legal matters; corporate secretary responsibilities since Dec 2019 . |
| Colony Bankcorp, Inc. | EVP, Chief Credit Officer | Aug 2017–May 2019 | Led credit risk management during leadership transition . |
| Colony Bankcorp, Inc. | SVP, Chief Credit Officer | Oct 2016–Aug 2017 | Senior credit oversight . |
| Colony Bank/Colony Bank Southeast | In-house legal counsel; commercial lender; led Bank’s special assets | 2003–2016 | Built internal legal function; managed special assets post-2008 merger; supported credit remediation . |
| Private practice (Douglas, GA) | Attorney | Pre-2003 | Legal foundation for subsequent GC role . |
External Roles
- Not disclosed in the 2025 proxy.
Company Performance Snapshot (context for incentive alignment)
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Company TSR (Value of $100) | 75.10 | 104.81 | 121.35 |
| Net Income ($) | $19,542,000 | $21,747,000 | $23,868,000 |
Recent quarterly highlights:
| Metric | Q3 2025 |
|---|---|
| Net Income ($) | $5,819,000 |
| EPS (Diluted) | $0.33 |
| Net Interest Margin | 3.17% |
| Operating ROAA | 1.06% |
Fixed Compensation
- Base salary, target bonus %, and actual bonus paid for Mr. Bagwell were not disclosed in the 2025 proxy’s Summary Compensation Table (the SCT covered CEO Fountain, President Copeland, and CCO Bateman) . The proxy does not provide Mr. Bagwell’s 2025 base salary schedule; only NEO base salaries are shown .
Performance Compensation
Company incentive framework (for Named Executive Officers in 2024):
| Metric | Weight | Target |
|---|---|---|
| Operating ROAA > 0.83% | 25% | Company-level profitability threshold |
| Operating EPS > $1.44 | 25% | Earnings growth target |
| Net organic deposit growth > $49.418m | 20% | Balance sheet growth |
| Net operating noninterest expense to average assets < 1.39% | 20% | Efficiency discipline |
| Individual performance goals | 10% | Role-specific objectives |
- Payout mechanics: Incentives awarded in 2025 based on 2024 performance were paid 80% in cash in 2025, with the remaining 20% deferred to 2026 .
- Important note: The proxy specifies these goals for NEOs. Mr. Bagwell’s specific targets, weightings, and payouts are not disclosed; the document does not list him as an NEO in 2024/2023 .
Equity Ownership & Alignment
| Holder | Shares Beneficially Owned | % of Outstanding | Date |
|---|---|---|---|
| Edward L. Bagwell, III | 39,624 | 0.22% | March 28, 2025 |
Alignment and trading governance:
- Hedging/margin: Company prohibits short-selling, hedging transactions in Company securities, and buying Company securities on margin; trading subject to blackout windows and pre-clearance by the General Counsel for covered persons .
- Clawback: NYSE Rule 10D-1 compliant clawback policy for erroneously awarded incentive-based compensation upon a financial restatement .
- Pledging: The proxy explicitly restricts buying on margin; no separate broad pledging policy disclosure was identified in the document .
- Ownership guidelines: No executive stock ownership guideline multiple (e.g., salary multiple) is disclosed in the proxy .
Employment Terms
- Employment agreement: Not disclosed for Mr. Bagwell in the 2025 proxy –.
- Company practice for certain executives (context): CEO/President/CCO employment agreements include severance on termination without cause/resignation for good reason and enhanced multiples within 12 months post-change-in-control; non-compete and non-solicit for 12 months post-termination (or during severance pay period), and release requirement . These terms are described for those executives; no such agreement or terms are disclosed for Mr. Bagwell –.
Risk Indicators and Operating Events (relevant to CRO remit)
- Noninterest expense commentary cites a nonrecoverable loss related to a wire fraud incident recorded in Q3’25 (partially offset by servicing asset valuation gains), highlighting operational and fraud risk management focus areas under the CRO’s umbrella .
- No material legal proceedings disclosed against the Company; during the prior 10 years, no director or executive officer was subject to a legal proceeding material to integrity/ability assessment, per proxy disclosure .
Vesting Schedules and Insider Selling Pressure
- Outstanding unvested equity and specific vesting schedules are disclosed for certain NEOs (e.g., time-vested restricted stock for CEO/President/CCO with tranches vesting through 2027) . The proxy does not disclose Mr. Bagwell’s outstanding equity or vesting timetable .
- Form 4 trading activity was not detailed in the proxy; one late Form 4 was noted for another executive (withholding on RS vest) . No Bagwell Form 4 details are provided in this document set .
Investment Implications
- Alignment: Mr. Bagwell’s 0.22% stake indicates direct skin-in-the-game, and company-wide prohibitions on hedging/margin trading plus a clawback regime enhance alignment and reduce adverse trading behavior risk .
- Transparency gap: Lack of disclosed base salary, target bonus %, equity grants, or severance/CIC terms for Mr. Bagwell limits precision in pay-for-performance and retention risk assessment specific to him; analysts must rely on company-level incentive design (ROAA, EPS, deposit growth, efficiency) as a proxy for performance orientation .
- Retention/transition: With no disclosed employment agreement for Mr. Bagwell, there is less visibility into parachute economics or non-compete duration relative to peers at CBAN who have formal agreements; this could imply lower guaranteed severance economics but also less clarity on post-employment restrictions –.
- Execution risk: Q3’25 wire fraud loss illustrates operational risk exposures within banking; however, improving NIM, operating ROAA, and adjusted EPS in 2024–2025 suggest core performance momentum under current leadership and risk framework .
- Monitoring signals: Given the absence of individual vesting disclosures, monitor Section 16 Form 4s for Mr. Bagwell to assess upcoming vest-driven selling pressure and incremental ownership changes; the insider trading policy’s pre-clearance and blackout constraints should moderate opportunistic trading .