M. Adam Sarver
About M. Adam Sarver
Independent director of First Community Bankshares, Inc. (FCBC); age 48; appointed to the Board on August 25, 2015; director of the bank subsidiary since 2014. Bachelor of Science in Communication Studies (West Virginia University, 2000). Professional background in real estate development and residential/commercial construction; owns and manages several businesses in Southern West Virginia. Beneficial ownership of 160,572 FCBC shares; some shares pledged as collateral. Independent under NASDAQ and SEC standards for 2024.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Main Street Builders, LLC | Owner/Manager | Not disclosed | Real estate development; residential/commercial construction focus |
| Eastern Door & Glass, LLC | Owner/Manager | Not disclosed | Building materials; regional operating experience |
| Longview Properties, LLC | Owner/Manager (50% ownership referenced) | Not disclosed | Real estate investment/development |
| Clover Leaf Properties, LLC | Owner/Manager | Not disclosed | Real estate development |
| Eastern Aluminum Fabrication, LLC | Owner/Manager | Not disclosed | Construction/manufacturing adjacencies |
| Princeton–Mercer County Chamber of Commerce | Director (prior) | Not disclosed | Community/economic development exposure |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| H. P. & Anne S. Hunnicutt Foundation, Inc. | Director | Not disclosed | Foundation created by families of Directors Stafford and Sarver; holds 822,100 FCBC shares (4.49%); neither director has beneficial ownership of foundation shares |
| Tiger Athletic Foundation | Director | Not disclosed | Community engagement; youth athletics support |
| Princeton Salvation Army Advisory Board | Director; past Chairman | Not disclosed | Regional civic leadership |
| First United Methodist Church | Director | Not disclosed | Community service |
Board Governance
- Committee assignments: ACER Committee member (audit/compliance/enterprise risk; 11 meetings in 2024); Executive Committee member (at least 2 meetings in 2024). Not listed on CRC; CRC members are Davis (Chair), Johnson, Elmore.
- Independence: Determined independent for 2024 under NASDAQ/SEC standards; all members of ACER/CRC/GNC meet additional independence requirements.
- Attendance/engagement: Board held 9 regular and 2 special meetings; no director attended fewer than 75% of board/committee meetings; all directors attended the 2024 Annual Meeting; independent directors met twice without management.
- Board leadership: CEO also serves as Chair; Elmore is Lead Independent Director and Vice Chair.
Fixed Compensation
| Component | Amount (2024) |
|---|---|
| Fees Earned or Paid in Cash (Board + Committee) | $80,629 |
| Stock Awards (RSUs, one-year vest) | $33,922 |
| Total 2024 Director Compensation | $114,551 |
Program structure (for non-management directors; 2024):
- Board annual cash retainer: $33,541 (paid quarterly); RSUs granted equal to board cash retainer, vest in one year.
- Committee cash retainers: ACER member $11,365; ACER Chair +$14,206; ACER Financial Expert +$7,389; CRC/GNC member $2,826; CRC/GNC Chair +$2,826.
Performance Compensation
| Item | Detail |
|---|---|
| Performance metrics tied to director compensation | None disclosed; director equity awards are time-based RSUs vesting after one year (no performance conditions). |
Other Directorships & Interlocks
| Entity | Type | Interlock/Exposure |
|---|---|---|
| H. P. & Anne S. Hunnicutt Foundation | Private foundation | Holds 822,100 FCBC shares (4.49%); created by families of Directors Stafford and Sarver; neither has beneficial ownership of foundation shares (governance influence potential via shared foundation board presence). |
Expertise & Qualifications
- Real estate development, construction operations, and small business management experience across multiple entities.
- Community and civic board service in regional organizations.
- Brings geographically relevant market knowledge aligned with FCBC’s community banking footprint.
Equity Ownership
| Item | Amount |
|---|---|
| Beneficial Ownership (as of Feb 25, 2025) | 160,572 shares; includes 872 shares held by spouse; 2,000 shares held in custodian account for daughters; 50% ownership of Longview Properties, LLC; and 3,958 currently exercisable options (2012 Plan). Percent of common: <1%. |
| Shares pledged as collateral | 24,832 shares (RED FLAG). |
| Options (exercisable within 60 days) | 3,958 shares (2012 Plan). |
- Stock Ownership Guidelines: Directors must hold shares until guideline compliance; all directors are in compliance or making satisfactory progress; rigorous anti-hedging and margin prohibitions apply.
Governance Assessment
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Strengths: Independent director; active on ACER (core financial reporting, compliance, and ERM oversight) and Executive Committee; board-wide attendance ≥75% and full annual meeting attendance; strict stock ownership/clawback/anti-hedging policies; director comp structure mixes cash and equity with one-year hold/vest; say‑on‑pay support of ~97% in 2024 indicates investor alignment with compensation governance.
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Potential risks/RED FLAGS:
- Pledged shares: 24,832 pledged—a misalignment risk if margin calls or collateral enforcement occur.
- Foundation interlock: Shared involvement in Hunnicutt Foundation (4.49% holder) by Sarver and CEO/Chair Stafford may concentrate influence; while beneficial ownership of foundation shares is not attributed to them, governance optics merit monitoring.
- Combined CEO/Chair: Concentration of authority mitigated by Lead Independent Director framework but still a structural risk.
- Related party exposure: FCBC’s bank extends ordinary‑course loans/deposits to related persons under standard terms; no related party transactions exceeding disclosure thresholds in 2024, but Sarver’s multiple private businesses in FCBC markets warrant ongoing review by GNC and ACER.
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Overall view: Board effectiveness benefits from Sarver’s local market and real estate/commercial expertise and his ACER participation in risk/controls oversight; alignment is supported by personal share ownership and compliance with ownership guidelines. Governance risks primarily center on pledged shares and perceived influence via foundation ties; mitigants include independent status, committee structures, and formal related‑party review processes.