Vaughan R. Dozier, Jr.
Executive Vice President and Chief Commercial and Retail Banking Officer, South Region at FIRST COMMUNITY CORP /SC/
Executive
About Vaughan R. Dozier, Jr.
Vaughan R. Dozier, Jr., 44, has over 20 years in banking and has been with First Community Bank since 2008. He was promoted effective January 1, 2024 to Executive Vice President, Chief Commercial and Retail Banking Officer – South Region, and serves on the bank’s Executive Leadership Team; previously he was Regional President for the Lexington Region. He holds a B.S. in Business Administration from Presbyterian College, completed South Carolina Bankers School and Leadership Columbia, and was named the South Carolina Bankers Association Outstanding Young Banker of the Year in 2020 . Company context for performance alignment: FCCO’s net income rose 17.8% in 2024 (to $13.96M), and TSR value increased to $125.12 (from a $100 base at 12/31/2021) while “compensation actually paid” tracked higher for the CEO and non-CEO NEOs under pay-versus-performance rules .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| First Community Bank | EVP, Chief Commercial & Retail Banking Officer – South Region | 2024–present | Leads network of banking offices across the South Region; member of Executive Leadership Team . |
| First Community Bank | Regional President, Lexington Region | Pre-2024 (exact years not disclosed) | Drove regional growth and client development (stepping stone to ELT role) . |
| First Community Bank | Various roles since joining | 2008–present | Progressive responsibilities culminating in ELT appointment . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| SC Bankers Association | Community Bankers Board member | Current (2025) | Industry influence; policy and networking leverage . |
| Cayce/West Columbia Rotary Club | Treasurer | Current | Community engagement and local relationship building . |
| Presbyterian College Alumni Association | Director (past) | Past | Alumni network; talent and community ties . |
| The River Alliance; Beginnings SC | Director (past) | Past | Community and stakeholder relations . |
| SC Bankers Association | Young Bankers Board | 2024 | Early leadership track within state banking ecosystem . |
Fixed Compensation
- Individual base salary, target bonus, and perquisites for Dozier are not itemized in the proxy because he is not a named executive officer; the company discloses NEO pay only .
- Executive Leadership Team stock ownership guideline: minimum holdings equal to 2× annual base salary; no set time limit to comply, but insiders may not sell company stock until meeting the threshold; pre-clearance required for trades .
- Prohibitions on short sales, hedging, and pledging of company securities apply to officers; a grandfathering exception exists for pre-existing margin/pledge positions as of February 18, 2025 .
- Clawback policy (effective September 19, 2023) mandates recovery of erroneously awarded incentive compensation following an accounting restatement for the prior three fiscal years; no indemnification and no misconduct finding required .
Performance Compensation
- Annual cash incentive design (company-wide plan used for NEOs; indicative of exec plan mechanics): payout triggers require at least 80% of budgeted net core income and a satisfactory internal soundness (regulatory) rating; 2024 metrics included core efficiency ratio, net interest income, loan portfolio growth, deposit growth, with a ROAA-based modifier; payout curve was 15%/30%/45%/60% of base salary at threshold/target/stretch/max with interpolation .
Annual Cash Incentive Plan – 2024 (company metrics; NEO plan)
| Metric | Weight | Threshold | Target | Stretch | Max | Actual Performance | Actual Payout Note |
|---|---|---|---|---|---|---|---|
| Efficiency ratio (core) | 20% | 105% of Budget | Budget | 95% of Budget | 90% of Budget | 96.36% of Budget | Company reported actual (payout integrated into overall outcome) . |
| Net interest income | 30% | 95% of Budget | Budget | 105% of Budget | 110% of Budget | 104.68% of Budget | |
| Loan portfolio growth | 20% | 95% of Budget | Budget | 105% of Budget | 110% of Budget | 97.10% of Budget | |
| Total customer deposit growth | 30% | 95% of Budget | Budget | 105% of Budget | 110% of Budget | 113.13% of Budget | |
| ROAA modifier (vs peer index) | — | 75% at 0–25th pct | 100% at 50th pct | — | 125% at 75th+ pct | 94% at 44th pct | |
| Total opportunity (NEOs) | — | 15% of salary | 30% | 45% | 60% | 41.04% earned | For named executive officers; individual amounts disclosed only for NEOs . |
- Long-term incentives: Company grants time-based RSUs (TRSUs) and performance-based RSUs (PRSUs) to senior executives; TRSUs cliff vest after 3 years; PRSUs vest after a 3-year performance period subject to sustained internal soundness and minimum 80% of budgeted net core income each year .
- PRSU metrics and weights (2023/2024 awards): relative TSR vs the combined Nasdaq Bank Index (CBNK) and Dow Jones U.S. Micro Cap Banks Index; relative ROAE vs a Southeastern peer set; relative Non-Performing Assets ratio vs the same peer set; payouts range 0–200% of target (2023/2024 grants) with interpolation .
Long-Term Incentive (PRSUs) – Structure
| Metric | Weight | Threshold | Target | Max | Peer/Index Basis |
|---|---|---|---|---|---|
| Relative TSR | 33.33% | 75% of Index | 100% of Index | 125% of Index | Combined average of CBNK and DJ U.S. Micro Cap Banks |
| Relative ROAE | 33.33% | 30th percentile | 50th percentile | 75th percentile | Southeastern U.S. publicly traded peer banks (½–1½× assets) |
| Relative NPAs/Assets | 33.33% | 30th percentile | 50th percentile | 75th percentile | Same peer set as ROAE |
2022 PRSUs – Outcome (performance period ended 12/31/2024; vested 2/18/2025)
| Condition/Metric | Weight | Threshold | Target | Max | Actual |
|---|---|---|---|---|---|
| Soundness rating condition | — | — | — | — | Achieved |
| ≥80% of budgeted net core income each year | — | — | — | — | Achieved |
| Total shareholder return (relative) | 33.33% | 75% of Index | 100% of Index | 125% of Index | 601.68% of Index |
| Return on average equity (relative) | 33.33% | 30th pct | 50th pct | 75th pct | 45th pct |
| Non-performing assets (relative) | 33.33% | 30th pct | 50th pct | 75th pct | 74th pct |
| Total opportunity as % of base salary | — | 7.50% | 15.00% | 22.50% | 19.275% achieved |
Note: Individual grant sizes and realized outcomes are disclosed only for named executive officers; Dozier’s specific awards are not itemized in the proxy .
Equity Ownership & Alignment
- Beneficial ownership tables disclose directors and NEOs; Dozier is not individually listed, so his share count and percent ownership are not provided. The group (all executive officers and directors, 18 persons) held 351,470 shares and 109,390 rights to acquire (director deferred units), representing 5.92% beneficial ownership as of March 27, 2025 .
- Stock ownership guidelines: ELT members must own ≥2× salary; no time limit, but no sales permitted until threshold is met; pre-clearance required .
- Hedging/pledging: Prohibited for officers; exemptions only for legacy positions as of 2/18/2025 .
- Vesting cadence/supply overhang signals: TRSUs and PRSUs vest after three years, with recent vesting/award decision dates falling in mid-to-late February, which can concentrate potential sellable supply around those windows; no stock options outstanding to NEOs; equity awards are full-value shares/units .
Employment Terms
- An individual employment agreement, severance, non-compete, or change-of-control terms specific to Dozier are not disclosed in the filings reviewed.
- Plan-level CoC treatment: Under the Restated Equity Incentive Plan, non-performance awards vest immediately at change in control unless replaced; performance awards vest at the greater of target or performance through the CoC date if not replaced; if replaced, full vesting occurs upon qualifying termination within 24 months post-CoC (double-trigger) .
Company Performance Context (for alignment)
| Year | CEO “Comp Actually Paid” ($) | Avg Non-CEO NEO “Comp Actually Paid” ($) | TSR Value of $100 | Net Income ($000s) |
|---|---|---|---|---|
| 2022 | 929,148 | 486,697 | 107.71 | 14,613 |
| 2023 | 893,256 | 495,626 | 109.04 | 11,843 |
| 2024 | 1,134,850 | 743,351 | 125.12 | 13,955 |
| Source: Pay-versus-performance table in DEF 14A . |
Investment Implications
- Pay-for-performance alignment: Annual bonuses tied to core earnings, balance sheet growth, efficiency, and relative profitability (ROAA), with PRSUs linked to relative TSR, ROAE, and asset quality—metrics that directly map to shareholder value drivers in community banking .
- Retention and selling pressure: Three-year cliff vesting on TRSUs and PRSUs, historically vesting around February, can create episodic liquidity windows; however, pre-clearance and 2×-salary ownership rules (and bans on hedging/pledging) temper opportunistic selling and reduce margin-call risk .
- Change-in-control economics: Equity acceleration at or after CoC (with double-trigger protection if awards are replaced) is shareholder-standard and reduces uncertainty for key operators, but can also amplify realized comp on transaction outcomes .
- Disclosure gaps for precision modeling: Dozier is not an NEO, so base salary, target bonus, grant sizes, and personal ownership are not itemized—monitor future 8-K 5.02 filings and Form 4s for updates; peer constructs used for incentives (ROAA/ROAE/NPA) and TSR benchmarking are transparent and support expectation-setting on incentive outcomes .
Citations:
- Biography, role, credentials:
- Annual cash incentive design and 2024 performance:
- LTIP (TRSUs/PRSUs) structure and metrics; vesting:
- Vesting cadence/NEO stock award tables:
- Ownership guidelines, insider trading restrictions, hedging/pledging ban, clawback:
- Plan-level change-in-control treatment:
- Pay vs performance, TSR and net income context:
- Leadership promotions press release (ELT context):