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Beverly J. Dozier

Senior Vice President, Corporate Secretary and Assistant Treasurer at FIRST US BANCSHARES
Executive

About Beverly J. Dozier

Senior Vice President of First US Bancshares, Inc., and Corporate Secretary and Assistant Treasurer since October 2009; age 60. She has served the Bank in numerous capacities since 1984, including loan officer and mortgage originator; became Senior Vice President of the Company in May 2022 and previously served as Senior Vice President, Executive Administration and Corporate Secretary of the Bank before moving to Thomasville Market Executive on January 1, 2020 . Company performance context during her current tenure includes 2024 net income of $8.17 million and a pay-versus-performance TSR translation of $126.10 from a hypothetical $100 initial investment, indicating positive shareholder return trends referenced by the Compensation Committee in 2024 .

Past Roles

OrganizationRoleYearsStrategic Impact
First US Bancshares, Inc.Corporate Secretary, Assistant Treasurer, Vice President → Senior Vice PresidentOct 2009–May 2022 (VP); May 2022–present (SVP)Central governance role; elevated to SVP to strengthen corporate administration
First US BankSenior Vice President, Executive Administration and Corporate Secretary (prior role)Until Jan 1, 2020Executive administration and governance at bank level
First US BankSenior Vice President, Thomasville Market Executive; Corporate Secretary; Assistant TreasurerFrom Jan 1, 2020Local market leadership; customer acquisition and lending growth oversight
First US BankLoan Officer, Mortgage Originator (earlier roles)Since 1984Frontline credit and origination experience anchoring long tenure

External Roles

  • No external public-company directorships or committee roles are disclosed in the proxy biography and filings reviewed .

Fixed Compensation

  • Not a Named Executive Officer; her individual base salary, target bonus %, and bonus outcomes are not disclosed in the Summary Compensation Table, which covers only James F. House (CEO), Thomas S. Elley (CFO), and William C. Mitchell (SVP Consumer Lending) for 2024–2023 .

Performance Compensation

  • Company’s cash incentive program (2024 CIP) targeted short-term performance via four financial metrics plus a discretionary component; metrics and actuals below. Dozier’s participation is not specified (program covered “certain executive officers and key employees”) .
MetricThresholdTargetStretchActualWeight
Consolidated pre-tax income ($)9,840,000 12,300,000 14,760,000 10,754,000 25%
Consolidated ROAA (pre-tax, %)0.90% 1.12% 1.34% 1.00% 30% (CEO/CFO) or 25% (Mitchell)
Pre-tax ROATCE (%)11.56% 14.45% 17.34% 12.33% 25% (CEO/CFO) or 15% (Mitchell)
Loan Growth – Indirect Lending ($)24,000,000 30,000,000 36,000,000 (2,220,000) 15% (Mitchell only)
Discretionary80% 100% 120% Approved at 100% (CEO/CFO) / 120% (Mitchell) 20%
  • Equity award mechanics applicable to employees: restricted stock grants typically vest over three years; options have 10-year terms and vest over one to three years; no stock options granted in the nine months ended September 30, 2025 or 2024 .

Equity Ownership & Alignment

  • Beneficial ownership table lists directors and NEOs; Dozier is not individually itemized, so her total beneficial ownership and guideline compliance are not disclosed in the proxy table reviewed .
  • Insider Trading Policy prohibits pledging and hedging of Company stock for all directors, officers, and employees; policy explicitly disallows short sales and options trading; filings state none of the Company’s directors or executive officers currently engage in pledging/hedging .
  • Equity award repricing is prohibited under the 2023 Incentive Plan and Nasdaq rules; no option repricing without shareholder approval .
  • Typical vesting schedules: three-year for employee restricted stock; one-year for non-employee directors; options vest 1–3 years; indicates periodic release cadence and potential calendar-driven liquidity events, though individual Dozier holdings are not disclosed .

Employment Terms

  • Change-in-control agreement: Dozier is party to a Change in Control Agreement dated May 20, 2014 (management contract/compensatory arrangement, Exhibit 10.4), evidencing formal CIC protection .
  • Company-standard CIC economics (as described for Amended CIC Agreements covering other executives): double-trigger payout period is 18 months post-change in control; qualifying termination yields one-time lump sum equal to 200% of base salary plus target bonus, pro-rata target bonus for year of termination, and COBRA reimbursement; voluntary resignation without good reason within six months yields 100% of the Severance Benefit; non-compete and non-solicit covenants generally apply for two years (one year if 100% payout) . Note: Dozier’s 2014 agreement terms are not summarized in the proxy; the foregoing reflects the Company’s current template for amended CIC agreements.
  • Equity acceleration: under the Company’s Plans, unvested restricted stock fully vests upon death, disability, or retirement; in a change in control, restricted periods expire immediately for 100% of shares, subject to Compensation Committee discretion; options become immediately vested and exercisable upon change in control, subject to committee discretion .
  • Clawback/recoupment: Dodd-Frank compliant Clawback Policy adopted November 2023 applies to current/former Section 16 officers, recovering erroneously awarded incentive compensation for a three-year lookback in event of a restatement; annual cash incentive programs also permit recoupment under broader misconduct/inaccuracy triggers .
  • Role in SEC filings: Dozier signs Company 8-Ks and proxy materials in her capacity as Senior Vice President, Corporate Secretary, and Assistant Treasurer .

Investment Implications

  • Alignment: Prohibition on pledging/hedging and anti-repricing provisions reduce governance risk and align executives with long-term equity value; clawback framework strengthens pay-for-performance accountability .
  • Retention risk: Presence of CIC agreement for Dozier and equity acceleration features suggest moderate retention incentives through transaction uncertainty, with post-termination non-compete/non-solicit covenants consistent with regional bank norms .
  • Selling pressure: Employee restricted stock three-year vesting and option structures can create episodic supply events; absence of disclosed individual holdings for Dozier limits precision of near-term pressure assessment .
  • Performance linkage: Company-wide incentive metrics emphasize pre-tax profitability, ROAA, ROATCE, and strategic discretionary goals; 2024 actuals were near thresholds/targets and TSR improved, supporting disciplined payout decisions; however, individual Dozier incentive participation is not disclosed .
  • Shareholder feedback: 2024 say-on-pay approval of approximately 86% indicates generally supportive investor sentiment toward the compensation program; Committee made no significant structural changes for 2025 .