Larry Ross
HOME BANCSHARESAbout Larry W. Ross
Larry W. Ross (age 77) is an independent director of Home BancShares, Inc. (HOMB) since 2021. He serves on the Audit and Risk Committee and the Asset/Liability Committee. A retired AT&T/Southwestern Bell executive with 30+ years of service, he also led Ross Consulting Service, LLC, and has extensive community leadership, including prior chairs of the Arkansas Independent Citizens Commission and the State of Arkansas Ethics Commission. He holds a B.A. from Philander Smith College and an M.S. in Education from the University of Central Arkansas, with additional graduate studies at Indiana University–Bloomington and Arkansas State University .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| AT&T/Southwestern Bell | Executive (retired) | 30+ years | Telecom operations leadership |
| Ross Consulting Service, LLC | President (former) | Not disclosed | Management consulting |
| Christian Methodist Church | Presiding Elder (retired) | Not disclosed | Oversaw 75 pastors/congregations in Arkansas |
| Arkansas Independent Citizens Commission | Chair (former) | Not disclosed | Oversight of state compensation commission |
| State of Arkansas Ethics Commission | Chair (former) | Not disclosed | Ethics oversight leadership |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Centennial Bank – Little Rock Regional Advisory Board | Member | Since 2005 | Local market advisory role |
| North Little Rock Rotary Club | Past President | Not disclosed | Community leadership |
| Public company boards | — | — | No other public company directorships disclosed |
Board Governance
- Independence: Classified as independent under NYSE rules; Audit, Compensation, and Nominating Committees are wholly independent .
- Committee assignments (no chair roles):
- Audit and Risk Committee – Member
- Asset/Liability Committee – Member
- Attendance and engagement: In 2024, the Board held 4 regular and 2 special meetings; each current director participated in at least 75% of aggregate Board and committee meetings and all current directors attended the 2024 Annual Meeting .
- Board leadership: Combined Chair/CEO with an independent Vice Chairman (leads executive sessions) .
- Retirement policy: Board granted Ross a waiver from the mandatory retirement age to serve until the 2026 Annual Meeting (disclosed exception) .
Fixed Compensation (Director, 2024)
| Component | Amount (USD) | Notes |
|---|---|---|
| Cash fees | $60,150 | Board/committee/advisory meeting fees and retainers per company schedule |
| Stock awards (grant-date FV) | $73,830 | 3,000 restricted shares on Jan 19, 2024 at $24.61/share |
| All other compensation | $4,500 | Restricted stock dividends |
| Total | $138,480 | — |
- Program structure (non-employee directors): annual retainer ($14,000), meeting fees (Board $5,000; committee fees vary), committee chair retainers (Audit/Comp $2,500), and annual equity grant (3,000 RS) with 3-year ratable vesting beginning Jan 19, 2025 .
Performance Compensation
- No director performance-based pay is disclosed. Annual equity for directors is time-vested restricted stock (not PSU/TSR-based) with three equal installments starting January 19, 2025 .
Insider Trades (Form 4)
| Transaction date | Filing date | Type | Securities transacted | Price | Post-transaction ownership | Link |
|---|---|---|---|---|---|---|
| 2025-01-17 | 2025-01-22 | Award (Restricted Stock) | 3,000 | $0.00 | 6,000 | https://www.sec.gov/Archives/edgar/data/1331520/000133152025000039/0001331520-25-000039-index.htm |
| 2024-02-09 | 2024-02-09 | Gift | 100 | $0.00 | 56,626.1406 | https://www.sec.gov/Archives/edgar/data/1331520/000133152024000074/0001331520-24-000074-index.htm |
| 2024-01-19 | 2024-01-23 | Award (Restricted Stock) | 3,000 | $0.00 | 6,000 | https://www.sec.gov/Archives/edgar/data/1331520/000133152024000056/0001331520-24-000056-index.htm |
Other Directorships & Interlocks
- Public company boards: None disclosed for Ross .
- Compensation Committee interlocks: 2024 Comp Committee members were Adams, Beebe, Engelkes, Rankin; no insider interlocks disclosed; Ross not a member .
Expertise & Qualifications
- Banking/financial oversight via Audit and Risk Committee service .
- Telecom executive experience (AT&T/Southwestern Bell); consulting experience .
- Ethics and public commission leadership, relevant to governance and compliance .
- Long-standing regional advisory role (Centennial Bank – Little Rock) offering market insight .
Equity Ownership
| Metric | Value | Notes |
|---|---|---|
| Total beneficial ownership (shares) | 65,626 | Includes 6,000 restricted shares |
| Ownership as % of outstanding | <1% | Based on 198,838,424 shares outstanding |
| Restricted shares held (12/31/2024) | 6,000 | Time-vested; 2024 grant of 3,000 RS at $24.61/share |
| Options – exercisable/unexercisable | 0 | Only Longe had options among non-employee directors; none for Ross |
| Shares pledged as collateral | Not disclosed | No pledge noted in Ross’s footnote (others expressly disclosed) |
Related-Party Exposure
- The company engages in ordinary-course banking transactions (including loans) with directors and officers on market terms in compliance with Regulation O; aggregate outstanding at 12/31/2024 was ~$36.3 million (largest relationship ~$34.1 million). No Ross-specific transaction is singled out; all such transactions are subject to committee/board approval .
Governance Assessment
-
Strengths:
- Independent director with audit committee service; Audit Committee entirely independent; committee includes two audit committee financial experts (Engelkes, Garrett) .
- Consistent engagement: ≥75% attendance and participation; attended 2024 Annual Meeting .
- Pay structure aligns with shareholders through equity grants; modest director cash retainers; clawback policy adopted consistent with NYSE, and company-wide incentive clawbacks described for executives .
- No options and no disclosed stock pledging by Ross (reduces alignment/hedging concerns) .
-
Watch items:
- Mandatory retirement age waiver allows Ross (77) to serve until 2026, signaling reliance on exceptions; investors may monitor succession and board refreshment pace (not uncommon in banks but noteworthy) .
- Combined Chair/CEO structure partially mitigated by independent Vice Chairman leading executive sessions; independence posture otherwise strong .
-
Broader shareholder sentiment:
- Say-on-pay support in 2024 was 93.1%, indicating high shareholder approval of compensation governance at the company level .
Director Compensation Detail (Program Reference)
| Fee/Grant Type | Amount/Practice |
|---|---|
| Annual cash retainer | $14,000 |
| Meeting fees | Board: $5,000 per meeting (Chair $7,500); Audit: $750 (Chair $1,500); Asset/Liability: $750; Nominating: $500 (Chair $1,000); January Comp meeting $1,500 (Chair $3,000); other Comp meetings $1,000 (Chair $2,000) |
| Equity grant | 3,000 RS to each director on Jan 19, 2024 (vests ratably over 3 years starting Jan 19, 2025); grant-date FV $24.61/share |
Board Committee Assignments (Ross)
| Committee | Role | 2024 Meetings Held |
|---|---|---|
| Audit and Risk Committee | Member | 5 |
| Asset/Liability Committee | Member | 4 |
RED FLAGS: None acute specific to Ross. Notable governance exception is the age-limit waiver through 2026; monitor board refreshment. No disclosed pledging, related-party transactions specific to Ross, or attendance issues .