James Crawford III
About James C. Crawford, III
James C. Crawford, III (age 68) is an independent director of First Bancorp (FBNC) and currently serves as Lead Independent Director (elected January 2022). He has been a director since 2008, previously serving as Chair of the Board of First Bancorp and First Bank from 2014 until January 2022; and earlier chaired the board of Great Pee Dee Bancorp, Inc. (1992–2008). He is the retired Chief Executive Officer of B.C. Moore and Sons, Inc., a department store chain, bringing extensive accounting, finance, and multi-business oversight experience to FBNC’s board .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Great Pee Dee Bancorp, Inc. | Chair of the Board | 1992–2008 | Led board until acquisition by First Bancorp; deep regional banking governance experience |
| First Bancorp / First Bank | Chair of the Board | 2014–Jan 2022 | Transitioned to Lead Independent Director in Jan 2022, enhancing independent oversight |
| B.C. Moore and Sons, Inc. | Chief Executive Officer (retired) | Not disclosed | Retail leadership; accounting and finance expertise cited by FBNC |
External Roles
| Category | Details |
|---|---|
| Current public company boards | None disclosed in the proxy |
| Prior public boards | Great Pee Dee Bancorp, Inc. (Chair) |
| Private/non-profit boards | Not disclosed for Mr. Crawford; no additional current roles listed |
Board Governance
- Independence: FBNC’s board determined that 12 of 14 current directors (including nine of 11 nominees) are independent; Mr. Crawford is independent (non-employee) .
- Lead Independent Director: Duties include presiding over executive sessions of non-employee directors, advising the Chair/CEO on board information flow, contributing to the Chair/CEO performance review, and reinforcing independent oversight expectations .
- Attendance: Board met 12 times in 2024; all director nominees (including Mr. Crawford) attended at least 75% of board and applicable committee meetings. All directors attended the 2024 annual meeting .
- Executive sessions: Independent directors held three executive sessions in 2024 .
| Committee Assignments (2024) | Status |
|---|---|
| Executive & Loan Committee | Member |
| Audit Committee | Member |
| Compensation Committee | Chair |
| Nominating & Corporate Governance Committee | Chair |
| Risk Committee | Member |
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Annual cash director fee | $37,500 | Base cash retainer for non-employee directors |
| Lead Independent Director stipend | $12,000 | Additional cash retainer for Lead Independent Director |
| Equity grant (stock) | $37,500 | Annual director grant; 1,189 shares at $31.55 on June 1, 2024 |
| Total (cash + stock) | $87,000 | Fees earned: $49,500 cash; $37,500 stock |
Policy notes:
- No meeting fees; Audit Committee Chair receives an additional $20,000 (not applicable to Mr. Crawford) .
- Director compensation structure reviewed against peers (Pearl Meyer), with current levels effective since January 2023 .
Performance Compensation
- No performance-based pay for directors disclosed; compensation consists of cash retainers and annual equity grants. No meeting-based or performance metric-based fees are paid .
Other Directorships & Interlocks
| Item | Detail |
|---|---|
| Compensation Committee Interlocks | None; Mr. Crawford chaired the committee; other members are independent (one former employee retired in 2019). No interlocks per SEC rules . |
| Related-party transactions oversight | Audit Committee reviews/approves; board oversees per Code of Ethics and Regulation O processes . |
Expertise & Qualifications
- Accounting and finance expertise; oversight and management of multiple businesses; extensive board leadership across banking and retail .
- Lead Independent Director responsibilities emphasize independent governance and information flow .
Equity Ownership
| Metric | Value |
|---|---|
| Total beneficial ownership (shares) | 82,677 (includes 8,325 held by spouse; 6,600 jointly with children) |
| Shares outstanding (record date) | 41,339,783 (March 7, 2025) |
| Ownership % of outstanding | ~0.20% (82,677 / 41,339,783) |
| Ownership guideline (directors) | Minimum 5x cash value of annual director compensation; all directors/nominees in compliance |
| Hedging/pledging | Company prohibits hedging, short sales, and pledging of Company stock (post-policy adoption); no pledging disclosed for Mr. Crawford |
Director Compensation Mix and Grant Detail
| Type | Date | Shares | Grant Fair Value | Vesting/Notes |
|---|---|---|---|---|
| Annual director stock grant | June 1, 2024 | 1,189 | $37,500 at $31.55/share | Director equity under 2024 Equity Plan; no meeting fees |
Signals, Risks, and Red Flags
- Engagement: Serves as Lead Independent Director and chairs two key committees (Compensation; Nominating & Corporate Governance), indicating strong involvement in board effectiveness and succession/governance oversight .
- Independence and attendance: Independent with adequate meeting attendance; independent executive sessions held regularly .
- Alignment: Material personal share ownership and compliance with stringent director ownership policy enhance alignment; hedging/pledging prohibited .
- Related-party exposure: Ordinary-course loans to directors and affiliates totaled ~$64 million at 12/31/2024; on market terms, none impaired or on nonaccrual. No specific related-party conflicts disclosed for Mr. Crawford .
- Section 16 compliance: While FBNC noted several late filings in 2024, Mr. Crawford was not among those named with late filings .
- Shareholder support context: 96% approval on 2024 say‑on‑pay reflects strong investor support for compensation practices (context for broader governance environment) .
Governance Assessment
- Board effectiveness: Mr. Crawford’s dual committee chair roles in Compensation and Nominating & Corporate Governance centralize oversight of pay, succession, and board composition—supportive of governance rigor when paired with the Lead Independent Director role and independent executive sessions .
- Pay and alignment: Director compensation is modest, formulaic, and equity-inclusive; annual grants plus a high ownership requirement bolster long-term alignment. No performance pay or meeting fees reduces misaligned incentives .
- Conflicts: No disclosed conflicts or related-party transactions tied to Mr. Crawford beyond ordinary-course banking activities; company policies and committee oversight mitigate conflict risk .
- Monitoring items: Concentration of committee leadership in a single independent director should be periodically reassessed to ensure workload balance and continuity planning; continued vigilance on Section 16 process controls (despite no late filings for Mr. Crawford) is warranted .