Marthea Davis
FirstCash HoldingsAbout Marthea Davis
Marthea Davis (age 46) is an independent crisis and corporate communications advisor with Macgregor Strategies, elected to FirstCash Holdings, Inc.’s Board in June 2022; she is nominated for a new three-year term beginning in 2025. She holds a degree from Howard University and brings over 20 years of experience in public relations, strategic communications, government affairs, and crisis management .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Macgregor Strategies | Independent crisis and corporate communications advisor | Current | Advises on crisis/corporate communications |
| TrailRunner International | Director | 2020–2024 | Strategic communications leadership |
| EnerGeo Alliance | Strategic communications director | 2019–2020 | Sector communications (energy) |
| Houston First Corporation | Managed corporate communications | 2017–2019 | Oversight of convention, arts, entertainment venues |
External Roles
| Category | Role/Entity | Notes |
|---|---|---|
| Public company boards | None disclosed | No other public directorships for Davis in the proxy |
| Non-profit/academic/private boards | Not disclosed | No external board positions disclosed for Davis |
Board Governance
- Committee assignments: Member, Nominating and Corporate Governance Committee; not an Audit or Compensation Committee member .
- Independence: The Board has determined Davis is independent; all committee members are independent under Nasdaq and SEC rules .
- Chair roles: None for Davis (current chairs: Audit—Daniel E. Berce; Compensation—James H. Graves; Nominating—Randel G. Owen; Lead Independent Director—Mikel D. Faulkner) .
- Attendance and engagement: In 2024, each director attended at least 75% of Board meetings; committee members attended at least 75% of their committee meetings; Board held four meetings; Audit (4), Compensation (3), Nominating (1). Independent directors meet in executive session after regularly scheduled Board meetings .
- Majority Voting Policy: Uncontested nominees receiving more “WITHHOLD” than “FOR” must tender resignation for Nominating Committee consideration; Board will disclose decision within 90 days .
Fixed Compensation
| Metric | 2024 |
|---|---|
| Annual cash retainer | $100,000 (paid quarterly) |
| Committee membership fees | None (no meeting fees) |
| Committee chair fees (if applicable) | $0 for Davis; chair fees are $25,000 (Audit), $20,000 (Compensation), $15,000 (Nominating), and $25,000 (Lead Independent Director), paid quarterly |
| Reimbursement of expenses | Reasonable expenses reimbursed; no meeting fees |
- 2025 director cash and stock-based compensation expected to remain materially consistent with 2024 .
Performance Compensation
| Grant date | Award type | Shares | Grant-date fair value | Vesting | Performance metrics |
|---|---|---|---|---|---|
| Jan 31, 2024 | Restricted stock (time-based) | 1,213 | $139,216 | Fully vested Dec 31, 2024 | None (director equity is time-based) |
- Non-employee director equity is time-based; no performance metrics are tied to director compensation .
Other Directorships & Interlocks
| Item | Disclosure |
|---|---|
| Compensation Committee Interlocks | The 2024 Compensation Committee (Berce, Faulkner, Graves) had no interlocks requiring disclosure; Davis is not on this committee |
| Interlocks involving Davis | None disclosed |
Expertise & Qualifications
- 20+ years across public relations, strategic communications, government affairs, crisis management; sectors include civil rights, cryptocurrency, education, legal, technology, energy .
- Board brings Davis for communications/government relations expertise—areas of increasing importance given regulatory and media environment .
- Education: Howard University .
Equity Ownership
| As of Apr 17, 2025 | Direct shares | Restricted shares vesting within 60 days (retirement-trigger) | Total beneficial shares | Ownership % of outstanding | Pledged shares | Hedging/derivatives |
|---|---|---|---|---|---|---|
| Marthea Davis | 3,511 | 526 (pro rata RS awards that would vest upon retirement) | 4,037 | <1% | None disclosed for Davis | Prohibited under insider trading policy |
- Director stock ownership guidelines: 5x annual cash retainer (includes non-vested restricted stock awards); five-year accumulation period; directors who have not met must retain vested awards until compliant. As of Apr 17, 2025, all non-employee directors have met the guideline or have additional time to comply .
Governance Assessment
- Positive signals: Independent director; active on Nominating & Corporate Governance Committee; Board/committee attendance ≥75%; director pay mix balances $100k cash and annual equity aligned to stock price; ownership guidelines enforce alignment; robust majority voting policy; regular independent executive sessions; strong say-on-pay support (97% in 2024) .
- Conflicts/related-party exposure: No related-party transactions involving Davis disclosed; company’s notable RPTs centered on repurchases from AFF Services, Inc., controlled by former director Douglas R. Rippel, at discounts to prevailing averages—Board/Audit oversight applies .
- Risk indicators: Anti-hedging policy in place; pledging permitted case-by-case—specifically allowed for CEO and CFO (13% and 3% of value, respectively) with capacity to repay without resorting to pledged shares; no pledging disclosed for Davis .
- Committee effectiveness: Nominating oversees governance structure, board/committee composition, and director selection; all committee members independent; charters available and reviewed annually .
Director Compensation (Detail)
| Component | 2024 value |
|---|---|
| Fees Earned or Paid in Cash | $100,000 |
| Stock Awards (RSUs) | $139,216 |
| Total | $239,216 |
Note: RSU grant was 1,213 shares granted Jan 31, 2024; fully vested Dec 31, 2024 . No meeting fees; expense reimbursement provided .
Board Structure Context
- Board size: Eight directors; six independent .
- Lead Independent Director: Mikel D. Faulkner .
- Committee meetings in 2024: Audit (4), Compensation (3), Nominating (1) .
- Executive sessions: Independent directors meet after regularly scheduled Board meetings .