Sally Pope Davis
FIRST FINANCIAL BANKSHARESAbout Sally Pope Davis
Independent director since May 2024; age 67; member of FFIN’s Board and Risk Committee, and director of First Financial Trust & Asset Management Company (Investment Committee) . She retired in 2024 after a 35-year career at Goldman Sachs, co‑leading U.S. Small Cap Value strategies and covering financials across banks, insurance, mortgage and specialty finance; prior roles include sell‑side research and corporate finance at Chase Manhattan Bank; MBA (University of Chicago) and BS in Finance (University of Connecticut, summa cum laude) . The Board deems her independent under Nasdaq rules .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Goldman Sachs Asset Management | Managing Director; Co‑lead U.S. Small Cap Value Strategies; sector investor (financials) | 1989–2024 | Led one of the industry’s largest US small‑cap value funds; drove investing in banks, thrifts, insurance, mortgage, capital markets, specialty finance |
| Goldman Sachs Global Investment Research | Senior sell‑side equity analyst (U.S. regional banks) | First 10 years at GS (1989–1999) | Covered consolidation cycle in regional banking; foundational sector expertise |
| Brown Brothers Harriman | Sell‑side bank analyst | Pre‑1989 | Regional banks coverage |
| Chase Manhattan Bank | Corporate Finance (financial institutions); Vice President, Capital Planning | 1981–1989 | Corporate finance and capital planning for FIs |
External Roles
| Organization | Role | Tenure | Committees |
|---|---|---|---|
| United Community Banks, Inc. (public) | Independent Director | Current | Risk; Nominating/Governance |
| United Community Bank (subsidiary) | Director | Current | Risk; Nominating/Governance |
| Core Specialty Insurance Holdings, Inc. (public) | Independent Board Member | Current | Audit; Finance; Risk Management |
| Professional affiliations | Member, CFA Society New York; CFA Institute; Past president, Bank and Financial Analysts Association | Current/Prior | — |
Board Governance
- Committees: FFIN Risk Committee member; Trust Company Investment Committee member . Risk Committee chaired by Robert C. Nickles Jr.; focus on enterprise risk, credit, interest rate, cybersecurity, liquidity, operational and strategic risks .
- Independence: Board determined Ms. Davis is independent under Nasdaq standards .
- Attendance: In 2024, each director attended at least 75% of Board and relevant committee meetings; Board holds four regularly scheduled meetings per year .
- Leadership structure: Independent Lead Director (Murray H. Edwards); executive sessions of independent directors at each regular Board meeting .
Fixed Compensation
| Component (2024) | Amount | Notes |
|---|---|---|
| Annual cash retainer | $50,000 | Paid quarterly; directors may defer into Rabbi Trust (open‑market share purchases) |
| Board meeting fee | $3,000 per meeting | Cash |
| Committee meeting fee | $1,500 per meeting | Cash |
| Lead Director fee | $20,000 | Not applicable to Davis (not Lead Director) |
| Chair fees (Audit/Comp/NomGov/Risk) | $20,000/$15,000/$15,000/$15,000 | Not applicable to Davis (not a chair) |
| Director (2024) | Fees Earned or Paid in Cash ($) | Stock Awards ($) | Total ($) |
|---|---|---|---|
| Sally Pope Davis | $37,750 | $52,500 | $90,250 |
Grant detail: On appointment (May 20, 2024), Davis received 1,398 restricted shares (pro‑rated annual grant) at $37.56, vesting at the 2025 annual meeting (April 29, 2025) .
Performance Compensation
| Equity Instrument | Grant Date | Units/Value | Vesting | Performance Metric(s) |
|---|---|---|---|---|
| Restricted Shares (RSUs) | May 20, 2024 | 1,398 shares @ $37.56; grant value $52,500 | Vests at 2025 AGM (time-based) | None (no director PSU/option awards in 2024) |
Directors did not receive option awards, non‑equity incentives, pension or deferred compensation earnings in 2024 .
Other Directorships & Interlocks
| Company | Industry Overlap with FFIN | Potential Interlock Considerations |
|---|---|---|
| United Community Banks, Inc. | Regional banking (Southeast) | Sector overlap may create information‑flow sensitivities; mitigated by standard confidentiality and governance controls |
| Core Specialty Insurance Holdings, Inc. | Specialty insurance | Useful risk/insurance oversight; limited direct competitive conflict with Texas regional banking |
No related‑party transactions requiring disclosure under Item 404(a) were identified at appointment .
Expertise & Qualifications
- 40+ years in financial analysis, asset management, corporate finance; deep financial sector investing and M&A/strategy experience .
- Education: MBA (finance/economics), University of Chicago; BS Finance, University of Connecticut (summa cum laude) .
- Professional recognition and affiliations: CFA Society NY/CFA Institute membership; past president of Bank and Financial Analysts Association; frequent industry speaker/media contributor .
Equity Ownership
| Data Point | Value | As of |
|---|---|---|
| Total beneficial ownership (shares) | 3,198 | March 5, 2025 |
| Unvested restricted shares included | 1,398 | Grant date May 20, 2024; vest April 29, 2025 |
| Ownership as % of outstanding | <1% (outstanding 142,983,467) | March 5, 2025 |
| Deferred “Rabbi Trust” holdings | None listed for Davis (others disclosed) | March 5, 2025 |
| Pledged shares | No pledging disclosed for directors; insider policy restricts margin accounts; pledging permitted only outside margin and in limited circumstances | Policy level |
| Stock ownership guideline status | Directors must hold shares equal to 5x annual cash retainer; Davis joined in May 2024 and has not yet reached minimum but is expected to comply within 5 years |
Governance Assessment
-
Strengths
- Independent director with specialized financial sector investing expertise; sits on FFIN Risk Committee and analogous risk/audit committees at other financial companies—valuable for credit, interest‑rate and cyber risk oversight .
- Attendance: at least 75% of meetings alongside peers in 2024; Board conducts executive sessions of independent directors each regular meeting .
- Ownership alignment: equity retainer via restricted shares; beneficial ownership disclosed; director stock ownership guidelines in place with enforcement mechanisms for shortfalls .
- Policy safeguards: prohibition on hedging, margin accounts; constrained pledging; compensation clawback policy (company‑wide) and robust Committee independence .
-
Watch items / potential red flags
- New to the Board (2024) with modest reported shareholdings versus guideline—expected to phase up over five years; monitor accumulation trajectory and any deferral elections .
- Multiple financial‑sector board roles could raise time‑commitment and information‑flow sensitivities; ensure ongoing adherence to confidentiality and conflict management protocols .
- No committee chair role at FFIN currently, limiting direct agenda‑setting influence; may evolve with tenure .
-
Shareholder confidence context
- 2024 say‑on‑pay approval was 98.9%, indicating broad support for compensation governance; Board committees are fully independent apart from Executive Committee .
Related Party & Conflicts Overview
- Appointment 8‑K states no Item 404(a) related‑party transactions for Davis and no appointment arrangements/understandings with other persons .
- Company discloses ordinary‑course insider lending subject to Regulation O, with arms‑length terms and Audit Committee oversight; no adverse/classified insider transactions reported .
Director Compensation Mix (Analyst View)
| Cash vs Equity (2024) | Davis ($) | Program Notes |
|---|---|---|
| Cash (retainer/meeting fees) | $37,750 | Standard fees; deferral optional via Rabbi Trust |
| Equity (restricted shares) | $52,500 | Time‑based RSUs; pro‑rated grant 1,398 shares @ $37.56; vest at 2025 AGM |
| Total | $90,250 | No options or performance‑conditioned director awards in 2024 |
Signals to Investors
- Risk oversight intensity and cross‑institutional committee experience are positives for board effectiveness .
- Alignment mechanisms exist (ownership guidelines; equity grants; anti‑hedging), though ownership build‑up bears monitoring due to recent appointment .
- Clean related‑party profile at appointment supports independence and reduces conflict risk .
No director‑specific performance metrics apply to Davis’ compensation; director equity is time‑based and not contingent on financial KPIs (options/PSUs pertain to executives, not directors in 2024) .