Robert Nickles
FIRST FINANCIAL BANKSHARESAbout Robert C. Nickles, Jr.
Robert C. Nickles, Jr. (age 58) has served as an independent director of First Financial Bankshares, Inc. since 2019. He is Chairman of the Board’s Risk Committee and a member of the Executive and Nominating & Corporate Governance Committees; he also chairs the Bank’s Greater Houston Region advisory board. Nickles is founder and executive chairman of Alegacy Group, LLC (gas compressor packaging, >$3.5B cumulative revenue), with prior senior roles at Nickles Industries, Cooper Cameron, and Valerus Compression Services. He is a graduate of Oklahoma State University and resides in Houston, TX .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Alegacy Group, LLC | Founder & Executive Chairman | Not disclosed | Built one of the largest gas compressor packagers; >$3.5B cumulative revenue |
| Nickles Industries | Chief Executive Officer | Not disclosed | Operations and leadership experience |
| Cooper Cameron | SVP of Operations; SVP of Sales & Marketing | Not disclosed | Industrial/manufacturing, sales leadership |
| Valerus Compression Services | Chief Operating Officer | Not disclosed | Operational oversight in energy services |
| Commercial State Bank (Kingwood, TX) | Director | 2010–2018 | Served until FFIN’s acquisition in 2018 |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Multiple private investment companies | Managing Director | Not disclosed | Private investment management |
| St. Matthias Catholic Church (Magnolia, TX) | Chairman, Finance Council | Not disclosed | Community/finance oversight |
Board Governance
- Committee assignments: Risk (Chair), Executive (Member), Nominating & Corporate Governance (Member) .
- Independence: Board determined Nickles is independent under Nasdaq standards; all members of Audit, Compensation, Nominating/Corporate Governance, and Risk Committees are independent .
- Attendance: In 2024, each director attended at least 75% of Board and applicable committee meetings; all directors attended the 2024 annual meeting .
- Committee activity/frequency (2024): Executive Committee met 4x; Nominating/Corporate Governance 2x; Risk Committee 5x (and once in Jan 2025) .
Fixed Compensation
| Metric | 2024 |
|---|---|
| Annual Cash Retainer ($) | 50,000 |
| Board Meeting Fee ($ per meeting) | 3,000 |
| Committee Meeting Fee ($ per meeting) | 1,500 |
| Chair Fee – Risk Committee ($) | 15,000 |
| Lead Director Fee ($) | 20,000 (for role; not Nickles) |
| Fees Earned or Paid in Cash – Nickles ($) | 98,500 |
- Directors may elect to defer fees into a non-qualified “Rabbi Trust” to purchase Company shares; trust held 484,906 shares as of Mar 5, 2025 .
Performance Compensation
| Equity Award Detail | 2024 |
|---|---|
| Annual Restricted Share Grant ($) | 70,000 (non-employee directors) |
| Grant Date | April 23, 2024 |
| Shares Granted (Nickles) | 2,295 |
| Grant Price ($) | 30.51 (closing price on issuance date) |
| Vesting | From grant to 2025 shareholder meeting (Apr 29, 2025) |
| Options/PSUs (Directors) | None; no option awards or non-equity incentive plan compensation for directors in 2024 |
Directors do not participate in profit sharing or other benefit plans; travel costs reimbursed .
Other Directorships & Interlocks
| Company/Entity | Type | Role | Notes |
|---|---|---|---|
| Commercial State Bank (Kingwood, TX) | Bank (acquired by FFIN) | Director | 2010–2018 service; ended upon acquisition |
| First Financial Bank – Greater Houston Region | FFIN subsidiary advisory board | Chairman | Advisory leadership role |
| Alegacy Group, LLC | Private company | Executive Chairman | Energy manufacturing, private; not a public company |
- Compensation Committee Interlocks: Proxy notes certain Compensation Committee members or related entities maintained ordinary-course loans at subsidiaries in 2024; no insider relationships requiring disclosure otherwise. Nickles is not on the Compensation Committee .
Expertise & Qualifications
- Financial, strategic planning, real estate, oil & gas manufacturing expertise; investment and lending skills relevant to oversight of financial reporting and enterprise/operational risk .
- Risk oversight: Chairs the Risk Committee, with remit across credit, interest rate, cybersecurity, liquidity, operational, strategic risks .
Equity Ownership
| Ownership Component | Amount |
|---|---|
| Shares Beneficially Owned (Mar 5, 2025) | 106,215 |
| % of Shares Outstanding | Less than 1% |
| Indirect Ownership | Includes 94,579 shares held by an LLC jointly owned with spouse |
| Unvested Restricted Shares | 2,295 (vest Apr 29, 2025) |
| Rabbi Trust (Deferred) – Excluded from beneficial ownership | 15,169 shares |
| Stock Ownership Guidelines | Required ≥5× annual cash retainer; achieve within 5 years; all non-employee directors met guidelines as of Dec 31, 2024, except Ms. Davis |
| Hedging/Pledging Policy | Derivatives and short sales prohibited; margin accounts prohibited; pledging permitted only if not held in margin account |
Governance Assessment
- Independence and engagement: Nickles is independent; served on three key committees, chaired Risk; met minimum attendance threshold and attended annual meeting—supports board effectiveness .
- Risk oversight leadership: As Risk Committee Chair, he provides coverage across core bank risk domains; committee met 5x in 2024 plus Jan 2025—indicates active oversight cadence .
- Pay and alignment: 2024 director pay for Nickles comprised $98,500 cash and $70,000 time-based restricted shares; no options or performance-linked director incentives; ownership guidelines (≥5× retainer) met—alignment via share ownership and annual equity grant .
- Related-party/conflicts: Beneficial ownership includes shares via an LLC with spouse (disclosed); no director-related party transactions requiring disclosure for Nickles; Compensation Committee members’ ordinary-course loans noted, but not applicable to him .
- RED FLAGS: None disclosed specific to Nickles (no pledging noted; no related-party transactions; independent status affirmed). Company policy allows pledging outside margin accounts—monitor for future pledges; current proxy lists pledges for certain executives but not Nickles .