Jack Engelkes
HOME BANCSHARESAbout Jack E. Engelkes
Jack E. Engelkes, age 75, is Vice Chairman of Home BancShares (since 2019) and an independent director since 2004; he also serves as a director of Centennial Bank (since 1998). A Certified Public Accountant, Engelkes chaired the Audit and Risk Committee and sits on the Compensation and Leadership Development Committee; the Board designates him an “audit committee financial expert.” He holds a bachelor’s degree in Business and Economics from Hendrix College and has extensive accounting, auditing, and banking oversight experience . As independent Vice Chairman, Engelkes leads executive sessions of independent directors and acts as liaison to management, reinforcing board oversight while the Chairman/CEO roles are combined .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Home BancShares, Inc. | Vice Chairman; Director | Vice Chair since 2019; Director since 2004 | Leads executive sessions of independent directors; liaison role enhances objective oversight . |
| Centennial Bank (subsidiary) | Director; Chair, Audit & Risk Committee | Director since 1998 | Chairs subsidiary Audit & Risk Committee . |
| Engelkes and Felts, Ltd. (accounting firm) | Managing Partner | 1990–2015 | CPA, deep audit/financial reporting expertise . |
| First National Bank of Conway | Director | 1995–1998 | Banking board experience pre-merger into Centennial . |
| Conway Regional Medical Center | Director; Chairman of the Board | Director 2005–2016; Chair 2011–2012 | Community health system governance leadership . |
| Conway Regional Health Foundation | Chairman of the Board | 2006 | Philanthropic board leadership . |
External Roles
| Organization | Role | Status | Notes |
|---|---|---|---|
| Conway Regional Medical Center | Director; Chairman | Former | Director 2005–2016; Board Chair 2011–2012 . |
| Conway Regional Health Foundation | Chairman | Former | Board chair in 2006 . |
| Other public company boards | — | None disclosed | No current public-company directorships disclosed for Engelkes in HOMB proxy . |
Board Governance
- Independence and leadership: The Board deems Engelkes independent under NYSE rules; he is independent Vice Chairman, leading executive sessions and serving as liaison to management while Chairman/CEO roles are combined .
- Committee roles: Chair, Audit & Risk Committee; Member, Compensation & Leadership Development Committee; designated audit committee financial expert .
- Attendance and engagement: In 2024, the Board held 4 regular and 2 special meetings; all current directors attended at least 75% of Board and committee meetings and attended the 2024 Annual Meeting .
- Committee activity: The proxy’s committee summary shows 2024 meetings of Audit (5), Compensation (2), Nominating (1), and Asset/Liability (4). The Audit Committee report indicates 4 regular and 2 special meetings during 2024 (company reporting may classify one meeting differently) .
- Shareholder support: At the April 17, 2025 annual meeting, Engelkes received 145,313,785 votes “For” and 3,035,137 “Withheld” (broker non-votes 26,142,650). Say‑on‑pay passed with 139,383,125 For vs 8,250,884 Against .
Committee Memberships (2024)
| Committee | Role | 2024 Meetings |
|---|---|---|
| Audit & Risk | Chair | 5 per committee table; 4 regular + 2 special per committee report . |
| Compensation & Leadership Development | Member | 2 . |
Fixed Compensation
| Component (2024) | Amount/Detail | Source |
|---|---|---|
| Fees earned or paid in cash | $236,175 | Director Compensation Table (includes holding company, bank board/advisory, and committee fees) . |
| Annual retainer (non-employee director) | $14,000 | Fee schedule . |
| Chair retainer (Audit or Compensation) | $2,500 | Fee schedule . |
| Board meeting fee | $5,000 per meeting ($7,500 for Chairman of the Board) | Fee schedule . |
| Compensation Committee meetings | $1,500 January meeting ($3,000 chair); $1,000 other meetings ($2,000 chair) | Fee schedule . |
| Audit & Risk Committee meetings | $750 per meeting ($1,500 chair) | Fee schedule . |
| Asset/Liability Committee meetings | $750 per meeting | Fee schedule . |
| Nominating & Corporate Governance meetings | $500 per meeting ($1,000 chair) | Fee schedule . |
| Stock awards (RSUs) | $73,830 (3,000 restricted shares @ $24.61 grant-date fair value on Jan 19, 2024; 3-year vest, equal annual installments from Jan 19, 2025) | Director comp table and notes . |
| Option awards | $0 (no options outstanding for Engelkes) | Director comp note (3) . |
| All other compensation | $4,500 (restricted stock dividends) | Director comp note (4) . |
| Total (2024) | $314,505 | Director Compensation Table . |
Performance Compensation
| Item | Detail | Source |
|---|---|---|
| Director performance-based incentives | None; directors received time-based restricted stock (3,000 shares granted 1/19/2024, vesting annually over 3 years). No director options for Engelkes. | Director compensation narrative and table . |
Other Directorships & Interlocks
| Item | Detail | Source |
|---|---|---|
| Public company directorships | None disclosed for Engelkes | Biography section . |
| Compensation Committee interlocks | None during 2024; no executive officer of HOMB sat on another issuer’s comp committee where any HOMB independent director served as an executive officer | Interlocks disclosure . |
Expertise & Qualifications
- CPA with extensive accounting, auditing, and financial reporting expertise; designated audit committee financial expert .
- Deep banking industry oversight through decades of service on HOMB, its subsidiary bank, and prior bank boards .
- Education: bachelor’s in Business and Economics, Hendrix College .
Equity Ownership
| Metric | Amount | Notes |
|---|---|---|
| Beneficial ownership (as of Jan 31, 2025) | 416,584 shares | <1% of outstanding; shares outstanding: 198,838,424 . Footnote detail below . |
| Ownership as % of shares outstanding | <1% | Calculated per proxy’s methodology . |
| Restricted stock (included) | 6,000 shares | Non-employee directors (except Hickman) held 6,000 restricted shares as of 12/31/2024; Engelkes footnote confirms 6,000 RS . |
| Spouse holdings (included) | 206,747 shares | Spouse ownership; plus 442 shares in spouse’s IRA . |
| Shares pledged as collateral | Not disclosed for Engelkes | Proxy footnotes list pledged shares for certain others (e.g., Hester, Hickman), not for Engelkes . |
Related-Party Exposure and Controls
- Insider loans: The bank engages in ordinary‑course lending to directors/officers and related entities under Reg O; as of 12/31/2024, aggregate outstanding ~$36.3M (largest relationship ~$34.1M). Management states these are on market terms and present normal risk .
- Leases from directors: The company leases certain properties from directors; aggregate payments to each were < $120,000 in 2024; believed to be on arm’s‑length terms .
- Oversight: Related‑party transactions are reviewed/approved by the Nominating & Corporate Governance Committee; the Committee reviews on a case‑by‑case basis .
- Note: No Engelkes‑specific related transactions are disclosed in the proxy .
Insider Trades
- The proxy does not include Form 4 transaction detail; Section 16 reporting is addressed generally, and Form 4s should be reviewed separately on the SEC site for transaction‑level activity .
Governance Assessment
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Strengths
- Independent Vice Chairman leading executive sessions; enhances checks and balances with combined Chair/CEO structure .
- Audit & Risk Committee chaired by a CPA/audit financial expert; all committee members independent; robust pre‑approval of audit/non‑audit services and explicit auditor independence review .
- Strong shareholder support signals: high votes for Engelkes’ re‑election (145.3M For vs 3.0M Withheld) and say‑on‑pay approval (139.4M For vs 8.3M Against) at 2025 annual meeting .
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Watch items / RED FLAGS
- Board refreshment: Engelkes is 75 and the Board has granted a waiver of the mandatory retirement age through the 2026 annual meeting (also for several long‑tenured directors); this may raise refreshment and succession questions despite institutional knowledge benefits .
- Director cash fees are sizable (includes subsidiary/advisory fees), with total director compensation of $314,505 in 2024 for Engelkes; while structurally transparent, the heavy cash element could raise independence optics versus higher equity weighting .
- Related‑party context typical for community banks (loans and small leases with directors), though governed by Reg O and committee oversight; investors may monitor concentrations in the largest relationship (~$34.1M) and adherence to arm’s‑length terms .
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Alignment and policies
- Annual time‑based RSU grants (3,000 shares; 3‑year vest) align directors with shareholders; derivative hedging discouraged by policy; clawback policy consistent with NYSE requirements .