William C. Mitchell
About William C. Mitchell
William C. Mitchell is Senior Executive Vice President, Consumer Lending at First US Bank (FUSB). He was named SEVP, Consumer Lending in September 2022 after serving as SEVP, Consumer Banking from August 2020–September 2022 and previously in the Consumer Lending role from January–August 2020; he led Acceptance Loan Company, Inc. (ALC), the Bank’s former subsidiary, as President & CEO from February 2008–January 2020 and worked at ALC since May 1997 before transferring to the Bank in January 2020 . Age: 59 (2025 proxy) . Tenure at FUSB began in 1997 (corporate profile) . Pay-versus-performance indicates Company TSR improved from 101.29 (as-of 2023) to 126.10 (as-of 2024), while net income was $8.485 million (2023) and $8.170 million (2024) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| First US Bank | SEVP, Consumer Banking | Aug 2020–Sep 2022 | Led consumer banking; transition preceding current Consumer Lending remit |
| First US Bank | SEVP, Consumer Lending | Jan–Aug 2020; reappointed Sep 2022 | Oversight of consumer lending strategy and growth initiatives |
| Acceptance Loan Company, Inc. (ALC – former bank subsidiary) | President & CEO | Feb 2008–Jan 2020 (Interim Nov 2007–Feb 2008) | Ran ALC; drove consumer finance operations and dealer relationships |
| Acceptance Loan Company, Inc. | Various roles | May 1997–Jan 2020 | Progressive leadership culminating in CEO; foundational consumer lending expertise |
External Roles
No public company board or external directorships disclosed in Company proxy biographies for Mitchell .
Fixed Compensation
| Component | 2024 | 2023 |
|---|---|---|
| Base Salary | $260,200 | $252,200 |
| Target Bonus % of Salary | 35.0% | 35.0% |
| Threshold/Max Bonus % | 17.5% / 52.5% | 17.5% / 52.5% |
| Actual Cash Incentive Paid | $68,253 | $118,927 |
| Stock Awards (grant-date fair value) | $41,640 | $39,400 |
| All Other Compensation (total) | $19,276 | $20,219 |
All Other Compensation Breakdown (select items):
- 401(k): $13,800 (2024); $13,200 (2023)
- Life Insurance Premiums: $564 (2024 & 2023)
- LTD Insurance Premiums: $326 (2024; new coverage effective Dec 2024)
- AD&D: $96 (2024 & 2023)
- Automobile Reimbursements: $3,174 (2024); $5,036 (2023)
- Cell Phone Fees: $1,170 (2024 & 2023)
- Other: $146 (2024 radio subscription); $153 (2023 radio subscription)
Performance Compensation
| Metric (2024 CIP) | Weighting | Threshold | Target | Stretch | Actual | Payout |
|---|---|---|---|---|---|---|
| Consolidated pre-tax income | 25% | $9,840,000 | $12,300,000 | $14,760,000 | $10,754,000 | $68,253 (total cash incentive earned) |
| Pre-tax ROAA | 25% | 0.90% | 1.12% | 1.34% | 1.00% | — |
| Pre-tax ROATE | 15% | 11.56% | 14.45% | 17.34% | 12.33% | — |
| Net loan growth – indirect lending | 15% | $24,000,000 | $30,000,000 | $36,000,000 | ($2,220,000) | — |
| Discretionary | 20% | 80% | 100% | 120% | Approved at 120% (Mitchell) | — |
Notes:
- Discretionary factors included reorganization and cost control initiatives, TSR improvement in 2024, and expansion of indirect lending dealer relationships .
- 2025 CIP continues identical weightings for Mitchell (Target bonus 35% of 2025 base salary; performance thresholds ~80% of budget; max ~120%) .
- Annual programs include clawback on restatement, material inaccuracy, or certain misconduct .
Equity Ownership & Alignment
| Item | Detail |
|---|---|
| Total Beneficial Ownership (as of Mar 6, 2024) | 66,171 shares; 1.14% of class |
| Components (2025 proxy footnote) | 8,204 shares in 401(k); 24,500 options exercisable within 60 days; 7,201 unvested restricted shares (voting rights); 1,209 spouse shares (disclaimed) |
| Hedging/Pledging | Prohibited by Insider Trading Policy; none of directors or executive officers currently engage in hedging or pledging |
| Equity Award Repricing | Prohibited under 2023 Incentive Plan (no option/SAR repricing or cash-out under Nasdaq rules) |
| Ownership Guidelines | Formal guidelines disclosed for non-employee directors (≥400 shares); executive ownership guidelines not disclosed |
Outstanding Equity Awards at FY 2024 Year-End (Unvested RS and Options):
| Award Type | Grant Date | Quantity | Terms | Status/Value |
|---|---|---|---|---|
| Restricted Stock | 02/22/2022 | 1,067 | Vests in equal increments on first 3 anniversaries | $13,434 MV at $12.59 close (12/31/24) |
| Restricted Stock | 02/10/2023 | 2,667 | Vests in equal increments on first 3 anniversaries | $33,578 MV |
| Restricted Stock | 02/09/2024 | 4,000 | Vests in equal increments on first 3 anniversaries | $50,360 MV |
| Stock Options (Exercisable) | 02/24/2016 | 6,800 | $8.30 strike; 10-year term; vested over first 3 anniversaries | Expires 02/24/2026 |
| Stock Options (Exercisable) | 02/22/2017 | 7,000 | $14.11 strike; vested over first 3 anniversaries | Expires 02/22/2027 |
| Stock Options (Exercisable) | 02/12/2018 | 5,100 | $11.71 strike; vested over first 3 anniversaries | Expires 02/12/2028 |
| Stock Options (Exercisable) | 02/27/2019 | 5,600 | $10.01 strike; vested over first 3 anniversaries | Expires 02/27/2029 |
Vesting and potential selling pressure:
- 2022 RSU tranche final vest expected by 02/22/2025; 2023 grant tranches vest on 02/10/2025–2027; 2024 grant tranches vest on 02/09/2025–2027 (equal increments per plan) .
- Multiple option blocks approach expirations in 2026–2029, potentially influencing exercise/sale timing .
Employment Terms
| Provision | Key Terms |
|---|---|
| Employment Agreement | CEO has employment agreement; Mitchell does not. Mitchell is covered by Change-in-Control (CIC) agreements . |
| CIC (Second Amended & Restated, Mar 1, 2022; prior amendment Feb 22, 2021) | If qualifying termination within 18 months post-CIC: lump sum equal to 200% of (base salary + target bonus), pro-rata target bonus for year of termination, and reimbursement of health insurance continuation; if voluntary resignation without “good reason” within 6 months post-CIC: 100% of Severance Benefit . |
| Non-Compete/Non-Solicit | Applies during employment and 2 years post-termination if 200% payout; 1 year if 100% payout . |
| Equity in CIC | Restricted stock fully accelerates upon CIC at Compensation Committee discretion; full vest on death, disability, or retirement; forfeiture on other terminations . |
| Clawback Policy | Adopted Nov 2023; recovery of erroneously awarded incentive comp for covered officers on financial restatement (3-year lookback) . |
| Perquisites & LTD | Limited perqs; guaranteed-issue LTD policy effective Dec 2024 with monthly benefits of $8,195 for Mitchell . |
Performance & Track Record
| Indicator | 2022 | 2023 | 2024 |
|---|---|---|---|
| TSR (value of initial $100) | 83.33 | 101.29 | 126.10 |
| Net Income ($ thousands) | $6,864 | $8,485 | $8,170 |
Revenue trend (Company-level):
| Metric | FY 2020 | FY 2021 | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|---|---|
| Revenues ($USD) | $4,544,000 * | $3,371,000* | $3,451,000* | $3,381,000 * | $3,583,000 * |
*Values retrieved from S&P Global.
Compensation Committee Analysis, Peer Group, and Say‑on‑Pay
- Compensation Committee members (2025): Bruce N. Wilson (Chair), J. Lee McPhearson, Jack W. Meigs, Aubrey S. Miller, Staci M. Pierce .
- 2024 Say‑on‑Pay approval: ~86% support; Committee made no significant structural changes for 2025 .
- Compensation peer group (2024; selected community banks in similar geographies/size):
Company Assets (mm) Market Cap (mm) Colony Bankcorp, Inc. $3,053 $272 Investar Holding Corporation $2,815 $182 Southern States Bancshares, Inc. $2,447 $291 First Community Corporation $1,828 $172 Peoples Bancorp of North Carolina, Inc. $1,636 $168 Citizens Holding Company $1,405 $51 Auburn National Bancorporation, Inc. $975 $65 Bank of the James Financial Group, Inc. $969 $62 Affinity Bancshares, Inc. $843 $138 United Bancorp, Inc. $819 $74 Village Bank and Trust Financial Corp. $737 $70 Bank of South Carolina Corporation $640 $68
Compensation governance practices include independent consultant support (Willis Towers Watson), clawbacks, no repricing, no tax gross-ups, restrictions on hedging/pledging, and limited perqs .
Risk Indicators & Red Flags
- Hedging/pledging prohibited; currently no such transactions among directors or executive officers .
- No tax gross-ups; no active SERPs; equity repricing prohibited .
- Negative indirect lending loan growth in 2024 (−$2.22mm) despite discretionary overachievement—watch for execution on consumer lending expansion in 2025 .
- Multiple option expirations 2026–2029 could prompt exercises/sales, creating potential insider selling windows .
Investment Implications
- Pay-for-performance alignment is reasonably tight: incentives tied to pre-tax profitability, ROAA/ROATE, and business-unit loan growth, plus a disciplined clawback and hedging/pledging ban—supportive of investor alignment .
- Retention risk mitigated by 3-year RS vesting cadence and robust CIC protection (200% of salary+target bonus, with non-compete), though discretionary bonuses can buffer underperformance in unit-specific metrics .
- Ownership is meaningful for a community bank NEO (1.14% as of March 2024) with sizable exercisable option inventory and unvested RS; watch February vesting dates (2025–2027) and 2026–2029 option expirations for potential selling pressure cues .
- TSR improved in 2024 while net income dipped modestly; sustaining ROAA/ROATE targets and reversing indirect lending contraction will be key execution tests for Mitchell’s remit—2025 CIP maintains focused metrics and accountability .