Steven Edwards
About Steven D. Edwards
Steven D. Edwards, age 59, is an independent director of Great Southern Bancorp, Inc. (GSBC) appointed in 2022, following his retirement as President and CEO of CoxHealth; he brings multi-decade operating leadership and deep community ties to the board. As of 2025, he has approximately three years of board tenure and is classified by the board as independent under NASDAQ Rule 5605. His background includes leading a 12,000-employee regional health system spanning six hospitals and 80+ clinics, signaling strong strategic and operational oversight experience.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| CoxHealth (Springfield, MO) | President & CEO | 2012–2022; joined CoxHealth in 1992 | Led strategic direction and daily operations of a large, community-based not-for-profit health system (6 hospitals, 80+ clinics, 12,000+ employees) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Drury University | Board of Trustees | Not disclosed | Civic/charitable governance |
| Healthy Living Alliance | Board/Member | Not disclosed | Community health advocacy |
| Burrell Behavioral Health Center | Board/Member | Not disclosed | Behavioral health oversight |
| Community Blood Center of the Ozarks | Board/Member | Not disclosed | Regional health ecosystem |
| City Utilities of Springfield | Board/Member | Not disclosed | Municipal utility governance |
| Missouri Hospital Association | Past Chair | Not disclosed | Industry leadership role |
Board Governance
- Committee memberships: Audit; Compensation; Corporate Governance & Nominating (all three consist solely of independent directors). Edwards is listed among current members for each committee.
- Audit Committee engagement: 9 meetings in fiscal 2024; Edwards is a named signatory to the Audit Committee Report recommending inclusion of audited financials in the 2024 Form 10-K.
- Compensation Committee engagement: 4 meetings in fiscal 2024; scope covers executive compensation, equity plans, CEO goals, succession, and director pay mix.
- Corporate Governance & Nominating Committee engagement: 2 meetings in fiscal 2024; scope includes nominations, board composition/skills, governance guidelines, and annual board self-evaluation.
- Attendance: Each director attended at least 75% of aggregate board and committee meetings during periods served in fiscal 2024.
- Board structure: Separate Chair and CEO roles; risk oversight integrated with committees (Audit for controls/compliance; Compensation for incentives) with full-board oversight of credit, interest rate, liquidity, capital, and cybersecurity risks.
Fixed Compensation
| Component (2024) | Amount ($) | Notes |
|---|---|---|
| Fees Earned or Paid in Cash | 58,200 | Per-meeting model (Bancorp board: $1,500; Great Southern board: $3,250; Audit Committee: $400 per meeting; $450 for chair; Edwards’ total cash fees reflect attendance across bodies) |
| Option Awards (Grant-date fair value, ASC 718) | 30,087 | Awarded option to purchase 2,000 shares in 2024 (per standard non-employee director grant), fair value via Black-Scholes |
| Total | 88,287 | Sum of cash and option award fair value |
- Director fee structure: Bancorp board meetings $1,500 per regular monthly meeting; Great Southern board meetings $3,250; Audit Committee meeting fee $400 ($450 for chair). Directors are not reimbursed for costs to attend meetings.
Performance Compensation
| Equity Instrument | Grant Year | Shares/Units | Grant-date Fair Value ($) | Vesting Policy | Notes |
|---|---|---|---|---|---|
| Stock Options | 2024 | 2,000 | 30,087 | Typical policy: no vesting until 2nd anniversary, then 25% annually through 5th anniversary | Exercise price set at market on grant date per plan; specific strike/expiry for director grant not disclosed in proxy |
- Plan architecture: 2022 Omnibus Incentive Plan authorizes options, SARs, RSAs, RSUs, performance shares/units; GSBC has historically granted stock options to directors; options have an exercise price at least equal to market on grant date with time-based vesting (no disclosed performance metrics for director equity).
Other Directorships & Interlocks
| Entity | Type | Interlock/Note |
|---|---|---|
| CoxHealth | Non-profit health system | GSBC CEO Joseph W. Turner currently serves on the CoxHealth board; Edwards is CoxHealth’s retired CEO—this creates informational ties though no related-party transactions are disclosed for Edwards. |
- Public company directorships: None disclosed for Edwards; the skills matrix does not indicate public-company board experience outside GSBC.
Expertise & Qualifications
- Executive Management/Leadership: Yes (CEO experience).
- Corporate Governance/Ethics: Yes.
- Legal/Regulatory: Yes (healthcare/regulatory exposure).
- Risk Management: Yes (large-org risk oversight).
- Human Resources/Compensation: Yes (workforce leadership).
- Strategic Oversight/Operations: Yes.
- Community Affairs: Yes.
- Accounting/Financial Reporting: Not indicated.
- Financial Services Industry: Not indicated.
- Public Company Experience (other than GSBC): Not indicated.
Equity Ownership
| Item | Amount | Notes |
|---|---|---|
| Total beneficial ownership | 4,469 shares | 0.04% of shares outstanding as of record date; includes positions as defined under Rule 13d-3 |
| Options exercisable within 60 days | 500 shares | Included in beneficial ownership count per proxy footnote |
| Total options held (underlying) | 6,000 shares | As of Dec 31, 2024 for Edwards as director |
| Shares pledged as collateral | None disclosed for Edwards | Pledge noted for a different officer (Bugh); none indicated for Edwards |
| Hedging policy | Prohibited for directors/officers/employees | Zero-cost collars/forward sale contracts disallowed to align with shareholder interests |
Governance Assessment
- Board effectiveness: Edwards serves on all three core committees, supports Audit Committee’s reporting, and meets attendance thresholds—indicators of active oversight. His large-organization CEO background enhances strategic, operational, HR/compensation, and risk perspectives relevant to a regulated financial institution.
- Alignment and incentives: Director pay is primarily per-meeting cash plus annual stock options; Edwards’ mix in 2024 was ~$58.2k cash vs ~$30.1k equity (2,000 options), supporting moderate equity alignment without performance metrics. Hedging is prohibited, and no pledging disclosed for Edwards.
- Independence and conflicts: Board deems Edwards independent; no related-party transactions or below-market loans disclosed for him. Note broader governance context: loans at cost-of-funds rates to certain directors (e.g., Pitt, Hart) and employment links to the Turner family—not specific to Edwards but relevant to board independence optics.
- Interlocks: GSBC CEO’s current role on CoxHealth’s board intersects with Edwards’ prior CEO role there, potentially facilitating information flow; no conflicts or transactions tied to Edwards are disclosed.
- Shareholder sentiment: Say-on-pay approval ~96% in 2024 suggests broad investor support for compensation practices, reducing governance friction risks.
RED FLAGS to monitor (none specifically tied to Edwards in disclosures): related-party loans to other directors; concentrated family ownership and familial employment that may influence governance dynamics; continued vigilance on committee independence and oversight rigor.