David P. Hale
About David P. Hale
Dr. David P. Hale is an independent director of First US Bancshares, Inc. (FUSB), serving since 2017; he is 67 years old and brings deep information technology and cybersecurity expertise from a 27-year academic career at The University of Alabama, where he was Professor of Management Information Systems, co‑developed a nationally recognized MIS program, and directed the Aging Infrastructure Systems Center of Excellence before retiring in 2022 . The Board cites his IT and cybersecurity experience as valuable governance assets for FUSB .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| The University of Alabama (Culverhouse College of Business; Manderson Graduate School of Business) | Professor of Management Information Systems; Endowed MIS Fellow; Co‑developer/leader of MIS program; Director, Aging Infrastructure Systems Center of Excellence | 1995–2022 | Built/led a top-ranked MIS program; directed applied research center; recognized IT/cybersecurity subject-matter expertise supporting government and private initiatives |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Various federal/state commissions and task forces; private sector companies | Advisor/engagements on economic development, information technology, and cybersecurity | Not specified | Engagements described; no public-company board service disclosed in biography (bios include such roles if applicable) |
Board Governance
- Independence: The Board determined all directors standing for re‑election except the CEO (Mr. House) are independent; Dr. Hale is independent .
- Committee assignments: Member, Executive Committee (a Board committee that acts between Board meetings) . He is not listed as chair of any Board committee (current chairs: Audit—M. McCain; Compensation—B. Wilson; Nominating & Corporate Governance—J. Meigs; Executive—J. House) .
- Attendance and engagement: In 2024, the Board held 10 regular and 1 special meeting; all incumbent directors attended at least 75% of their Board and committee meetings. Independent director executive sessions are held at least twice per year .
- Board leadership context: In Jan 2025, FUSB combined the Chair/CEO roles (Mr. House); the Board designated R.S. Briggs as Lead Independent Director .
| Board/Committee | Role | Chair? |
|---|---|---|
| Board of Directors | Director (since 2017) | No |
| Executive Committee | Member | No |
Fixed Compensation
- Structure (non‑employee directors): Annual cash retainer $24,000; additional $10,000 for Lead Independent Director; committee chair retainers ($7,500 Audit; $5,000 other committees). Directors receive annual equity grants; an “equalization stipend” is paid in cash to align pay across directors with/without legacy retirement agreements .
- Deferral plan: Directors may defer fees into cash (SOFR + 75 bps) and/or share units; Dr. Hale deferred some or all fees in 2024 .
| Year | Fees Earned (Cash) | Stock Awards (Grant-Date Fair Value) | Nonqualified Deferred Compensation | All Other Compensation | Total |
|---|---|---|---|---|---|
| 2024 | $37,105 | $15,615 | $0 | $3,055 | $55,775 |
| 2023 | $41,487 | $14,775 | $0 | $3,346 | $59,608 |
Notes:
- 2024 “All Other Compensation” reflects reimbursements (e.g., mileage); details by director are not itemized beyond totals in the director table .
- 2024 equity for all directors was granted 2/9/2024 and vested in full on the first anniversary of grant; values by director appear in the table above .
Performance Compensation
- Director pay at FUSB is not performance‑metric based; annual equity grants to directors are time‑based restricted stock that vests after one year (no options granted to directors in 2024). Equity repricing is prohibited under the 2023 Incentive Plan .
- Hedging and pledging of company stock are prohibited for directors and officers; none currently engage in hedging/pledging under the policy .
| Element | Mechanism | Terms |
|---|---|---|
| Annual Director RS | Time‑based restricted stock | One‑year cliff vest; 2/9/2024 grant to directors vested 2/9/2025 |
| Options | None to directors in 2024 | Repricing prohibited by plan |
| Pay risk controls | Hedging/pledging prohibitions; clawback policy | Hedging/pledging prohibited; Dodd‑Frank‑compliant clawback adopted Nov 2023 |
Other Directorships & Interlocks
| Category | Status |
|---|---|
| Current public company directorships | None disclosed for Dr. Hale in the last five years (bios would list such roles) |
| Compensation committee interlocks | Company disclosed none in 2024 (committee interlocks generally) |
Expertise & Qualifications
- Information technology and cybersecurity expertise; recognized MIS program builder and applied research leader (Aging Infrastructure Systems Center of Excellence) .
- Brings perspective to technology risk oversight alongside Board/Bank IT Steering Committee’s remit (committee oversight described) .
Equity Ownership
| Item | Amount/Status | Detail |
|---|---|---|
| Beneficial ownership (shares) | 38,616 (<1% of class) | Less than 1% as denoted in ownership table |
| Components (as footnoted) | Includes 17,192 common stock equivalents in director Deferral Plan | Deferral into share units under the Non‑Employee Directors’ Deferred Compensation Plan |
| Unvested restricted stock | 1,500 shares at 12/31/2024 | Voting rights during restriction apply |
| Options | Not listed for Dr. Hale; several directors have options; Hale footnote omits options | Director options outstanding by director shown; Hale not included |
| Pledging/Hedging | Prohibited by policy; none currently engage | Insider Trading Policy prohibits pledging/hedging |
| Ownership guideline | 400 shares minimum; all directors in compliance during 2024 | Applies to non‑employee directors |
Governance Assessment
- Strengths: Independent director with specialized IT/cybersecurity expertise; member of Executive Committee; attendance at least 75% (Board-wide threshold met by all incumbents in 2024); meaningful stock alignment via annual RS and deferrals; hedging/pledging banned; Board uses independent compensation consultant and maintains clawback policy .
- Compensation mix: Modest cash retainer plus annual time‑based RS; no director performance metrics or options in 2024; equalization stipend used to align pay across legacy retirement agreement differences .
- Conflicts/related‑party exposure: No related‑party transactions disclosed involving Dr. Hale; the related‑party section identified lease arrangements with another director (Mr. Thompson) and ordinary‑course banking relationships under standard terms; Audit Committee oversees related‑party policy .
- Shareholder sentiment context: Say‑on‑pay support was ~86% in 2024, signaling broader investor acceptance of pay practices (executive program; relevant to governance climate) .
RED FLAGS: None disclosed for Dr. Hale regarding attendance shortfalls, related‑party transactions, pledging/hedging, or committee interlocks .