James Graves
Director at FCFS
Board
About James H. Graves
James H. Graves, age 76, is an independent director of FirstCash Holdings, Inc. and has served on the FirstCash board since the 2016 merger with Cash America; he previously served as a Cash America director from 1996 to 2016 . He is Managing Director and Partner at Erwin, Graves & Associates, LP (Dallas), a management consulting firm he has led since January 2001; prior roles include senior positions at J.C. Bradford & Company (including COO) and investment banking leadership at Dean Witter Reynolds (head of the energy group and later head of industry investment banking groups) . He is classified as independent under Nasdaq, SEC, and company guidelines; his current board term next comes up for election in 2027 . In 2024 the board met four times and each director attended, either virtually or in person, at least 75% of board and committee meetings; independent directors hold executive sessions after regularly scheduled meetings .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Erwin, Graves & Associates, LP | Managing Director & Partner | Since Jan 2001 | Management consulting; corporate strategy and finance expertise |
| J.C. Bradford & Company | Various senior roles, including COO | Not disclosed | Securities firm operations leadership |
| Dean Witter Reynolds, Inc. | Head of Energy Group; later Head of Industry Investment Banking Groups (NY) | Not disclosed | Sector investment banking leadership |
External Roles
| Organization | Role | Tenure | Status |
|---|---|---|---|
| Hallmark Financial Services, Inc. | Director | 1995 – June 2022 | Former public company director |
| Atlantic Capital Bancshares, Inc. | Director | 2017 – March 2022 | Former public company director |
| Tristate Capital Holdings, Inc. | Director | 2011 – July 2015 | Former public company director |
Board Governance
- Committee assignments and chair roles (2024+):
- Compensation Committee: Chair (Graves)
- Nominating & Corporate Governance Committee: Member (Graves); Chair: Randel G. Owen
- Audit Committee: Not a member (Graves); Chair: Daniel E. Berce
- Independence: All committee members (Audit, Compensation, Nominating & Corporate Governance) are independent under Nasdaq, SEC rules and company guidelines .
- Board and committee activity:
- Board met 4 times in 2024; each director attended ≥75% of meetings; committees met Audit (4), Compensation (3), Nominating (1), with ≥75% attendance by all committee members .
- Lead Independent Director: Mikel D. Faulkner, serving as liaison and chairing executive sessions .
- Majority Voting Policy applies in uncontested elections; withhold > for requires tendered resignation consideration .
- Anti-hedging and pledging policy prohibits short sales and derivatives; pledging generally prohibited but may be permitted case-by-case; pledges are disclosed for CEO and CFO only (no pledge noted for Graves) .
Fixed Compensation
| Component (FY2024) | Amount ($) | Notes |
|---|---|---|
| Annual cash retainer | 100,000 | Paid quarterly ($25,000) |
| Committee chair fee (Compensation) | 20,000 | Paid quarterly; Chairs: Audit $25k, Comp $20k, Nominating $15k |
| Total cash fees | 120,000 | Graves’ fees earned in 2024 |
| Stock awards (RSAs) | 139,216 | 1,213 RSAs granted 1/31/2024; fully vested 12/31/2024 |
| Total director compensation | 259,216 | Sum of cash and stock for Graves in 2024 |
| 2025 approach | — | Cash and stock-based non-employee director compensation to remain materially consistent with 2024 |
- Director stock ownership guidelines: Value equal to 5× annual cash retainer, with a 5-year accumulation period; as of April 17, 2025, all non-employee directors either met the guideline or have additional time and must retain vested stock awards until compliance .
Performance Compensation
- Non-employee directors receive cash retainers and time-based restricted stock; no performance-based cash or equity awards are disclosed for directors (annual RSAs vest time-based) .
Other Directorships & Interlocks
- Compensation Committee Interlocks: In 2024, Graves (Chair), Berce, and Faulkner served; none were company officers and no interlocking relationships requiring disclosure existed .
- Related party transactions: No related-party transactions involving Graves disclosed; Rippel/AFF Services repurchases only (board-reviewed) .
Expertise & Qualifications
- Significant experience in corporate strategy and finance as managing partner of a consulting firm and as a financial strategy executive; meaningful service on public company boards including Cash America; adds value to board oversight and compensation governance .
- The board seeks diverse, financially sophisticated directors with integrity and time commitment; Graves meets independence and skill criteria .
Equity Ownership
| Holder | Common Shares Owned | Unvested RSAs Vesting Within 60 Days | Total Beneficial Ownership | Ownership % |
|---|---|---|---|---|
| James H. Graves | 20,583 | 526 (pro rata portion of unvested RSAs that vest upon retirement) | 21,109 | <1% |
- Pledging/Hedging: No pledges disclosed for Graves; company policy prohibits hedging and generally pledging, with limited case-by-case exceptions (disclosed for CEO/CFO only) .
Governance Assessment
- Strengths for investor confidence:
- Independent director, long-tenured governance experience; Compensation Committee Chair with structured, formulaic executive pay plans tied to EPS, EBITDA, net revenue, adjusted net income, and relative TSR; use of independent consultant (Pay Governance) and clawback policy in place .
- Strong say-on-pay support (97% approval in 2024), indicating shareholder alignment with compensation oversight during Graves’ tenure as Comp Committee Chair .
- Attendance and engagement satisfactory (≥75% thresholds met; executive sessions held) .
- Director pay mix balances cash retainer and annual time-based equity with ownership guidelines (5× retainer), supporting alignment .
- Potential watch items:
- Ownership stake is modest (<1%), typical for outside directors; continued adherence to 5× retainer guideline mitigates alignment concerns .
- Anti-pledging policy exceptions exist for CEO/CFO; no pledge by Graves noted, but continued monitoring of any future exceptions remains prudent .
- Conflicts/related-party:
- No related-party transactions or compensation committee interlocks requiring disclosure involving Graves; no family relationships .
Overall, Graves’ independence, committee leadership, and experience in corporate finance and strategy support board effectiveness and disciplined pay-for-performance oversight; the absence of conflicts and strong say-on-pay outcomes bolster investor confidence .