Blake Poutra
FIRST FINANCIAL BANKSHARESAbout Blake Poutra
Blake Poutra (age 44) is a technology executive and 2025 director nominee at First Financial Bankshares, Inc. (FFIN), with a background in cloud computing, enterprise architecture, and artificial intelligence; he holds a B.S. from Texas A&M University and an M.S. from the University of Texas . He is deemed an independent director nominee under Nasdaq rules; the Board has affirmatively determined his independence along with all non-employee nominees except the CEO .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Phennecs (privacy/data mgmt software) | Founder and chief executive; scaled from inception and sold to Salesforce within three years | Not disclosed (sold within three years) | Built and exited a privacy/data platform to an enterprise buyer (Salesforce), demonstrating product-market fit and rapid scale |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Big Enrichment (venture studio) | Managing Partner & Principal | Not disclosed | Focus on product-market fit and go-to-market strategies for enterprise SaaS |
| Coennect (Center of Excellence SaaS platform) | Chief Executive Officer | Not disclosed | Platform to improve adoption and value realization from enterprise SaaS applications |
| First Technology Services, Inc. (FFIN subsidiary) | Board of Directors | Not disclosed | Advises on technology innovation and strategic growth for FFIN’s technology arm |
Board Governance
- Status: Independent director nominee (Nasdaq standards); majority of Board is independent; all members of Audit, Compensation, Nominating/Corporate Governance, and Risk Committees are independent .
- Committee assignments: Not yet assigned as a new nominee; current committee memberships and chairs are listed below for context .
- Board meeting attendance: In 2024, each incumbent director attended at least 75% of Board and applicable committee meetings; Poutra was a nominee and not a 2024 director, so attendance is N/A .
- Lead Independent Director: Murray H. Edwards serves as Lead Director (since 2022) and presides over executive sessions; acts as liaison with the Chairman and independent directors .
- Board size and election: Thirteen directors to be elected for one-year terms; the Board recommends voting FOR all nominees including Poutra .
Committee composition context:
- Audit Committee: Copeland (Chair), Anthony, Denny, Lancaster .
- Compensation Committee: Lancaster (Chair), Braun, Jones, Matthews, Trotter .
- Nominating/Corporate Governance Committee: Edwards (Chair), Braun, Copeland, Lancaster, Nickles, Trotter .
- Risk Committee: Nickles (Chair), Braun, Davis, Copeland, Edwards, Matthews .
Fixed Compensation
| Description | Annual ($) | Notes |
|---|---|---|
| Annual cash retainer (paid quarterly) | 50,000 | Applies to non-employee directors |
| Annual restricted share grant | 70,000 | Directors received 2,295 shares on 4/23/2024 at $30.51; vests to the 2025 annual meeting; pro-rata grant for mid-year appointee (Davis) at $37.56; directors did not receive options, non-equity incentives, pension, or deferred comp earnings in 2024 |
| Board meeting fee (per meeting) | 3,000 | Cash; directors may defer fees to a Rabbi Trust that buys FFIN shares; trust held 484,906 shares for directors/nominees as of 3/5/2025 |
| Committee meeting fee (per meeting) | 1,500 | Cash; reimbursement of travel costs for meetings |
| Lead Director fee | 20,000 | Annual |
| Committee Chair fees | 15,000–20,000 | Audit Chair: 20,000; Compensation Chair: 15,000; Nominating/Gov Chair: 15,000; Risk Chair: 15,000 |
Note: As a new nominee, Poutra’s 2024 director compensation amounts are not listed; he would be subject to this director pay structure upon election .
Performance Compensation
| Metric | Applies to Director Compensation? | Evidence |
|---|---|---|
| Non-equity incentive plan (cash bonus) | No | Directors did not receive non-equity incentive compensation in 2024 |
| Stock options | No | Directors did not receive option awards in 2024 |
| Performance Stock Units (PSUs) | No (executive program only) | Executive PSUs use ROAA percentile vs a peer group of public banks with $10B–$50B in assets over a three-year period; vesting: 0–200% at 40th–80th percentile; not part of director pay |
Other Directorships & Interlocks
| Company | Type | Committee Roles | Interlock Notes |
|---|---|---|---|
| First Technology Services, Inc. | FFIN subsidiary | Director | Internal subsidiary board role; no public company interlocks disclosed |
| Other public company boards | None disclosed | N/A | Biography lists no other public company directorships |
Expertise & Qualifications
- Digital transformation expertise in cloud computing, enterprise architecture, AI; founder/operator track record scaling enterprise SaaS and privacy/data management products .
- Formal education: B.S. (Texas A&M), M.S. (University of Texas), combining technical rigor with business strategy .
- Hands-on software development leadership and team-building experience; product-market fit and go-to-market specialization .
Equity Ownership
| Item | Detail |
|---|---|
| Shares beneficially owned | 9,205 (as of March 5, 2025) |
| Percent of shares outstanding | Less than 1% |
| Ownership guidelines | Directors must own FFIN shares equal to 5x annual cash retainer within five years of first election; expected to accumulate ratably; failure can result in future fees paid as equity and restrictions on sales until compliance |
| Hedging/pledging policy | Hedging and short sales prohibited; no margin accounts; pledging permitted only under certain circumstances and not via margin accounts |
| Rabbi Trust (deferred fees) | Trust held 484,906 shares for directors/nominees as of March 5, 2025; assets purchased on market; shares in trust are not included in beneficial ownership totals in the table |
Governance Assessment
- Strengths: Independent status with deep technology/AI credentials helpful for cyber and digital oversight; aligns with Board emphasis on cybersecurity and enterprise risk oversight . Stock ownership guidelines and ability to defer fees into share purchases support ownership alignment .
- Committee expectations: As an independent nominee, eligible for Audit/Comp/Nominating/Risk committees; assignment TBD. Risk Committee’s active oversight of cybersecurity and operational risk could benefit from Poutra’s background .
- Engagement/attendance: 2024 incumbents met ≥75% attendance; as a 2025 nominee, no attendance record yet; investors should monitor early participation and committee workload post-election .
- Conflicts/related party: No Item 404 related-party transactions specific to Poutra disclosed; subsidiary bank insider lending governed by Regulation O; related-party loans require arms-length terms and stringent underwriting; Audit Committee reviews other related-party transactions . His role on FFIN’s technology subsidiary board is an internal interlock; watch for any vendor relationships with Big Enrichment/Coennect involving FFIN to ensure arm’s-length treatment and disclosure if material .
- RED FLAGS: None disclosed regarding hedging/pledging violations, low attendance, option repricing, tax gross-ups, or SEC/legal proceedings; continue monitoring post-election for Form 4 activity and any related-party engagements .