Stephen Tipton
HOME BANCSHARESAbout Stephen Tipton
J. Stephen Tipton is Chief Operating Officer of Home BancShares (since 2015) and Chief Executive Officer of Centennial Bank (appointed May 13, 2024). He is 43 years old, began his banking career in 2005, joined Centennial Bank in 2006, and holds a B.S. in business administration from the University of Arkansas at Fayetteville . Company performance metrics tied to pay-for-performance in 2024 were strong: ROAA (as adjusted) 1.77%, ROTCE (as adjusted) 16.64%, efficiency ratio (as adjusted) 42.65%, net charge-off ratio 0.10%, and peer-relative percentiles for ROAA/ROTCE/efficiency/NIM were 93.67%/87.33%/92.67%/94.33%, driving a 60% of base salary bonus for Tipton .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Centennial Bank (subsidiary of HOMB) | Chief Executive Officer | 2024–present | Leadership over bank operations across retail, business development, lending, and acquisitions . |
| Home BancShares | Chief Operating Officer | 2015–present | Enterprise operations oversight; prior roles included credit risk and lending leadership . |
| Centennial Bank | Regional Vice President | Pre-2015 (exact start not specified) | Regional leadership with commercial/lending focus . |
| Centennial Bank | Director of Credit Risk Management | 2013 | Led credit risk, informed underwriting/portfolio discipline . |
| Centennial Bank | Commercial Lender | 2009–2012 | Originated and managed commercial credits . |
External Roles
None disclosed in SEC filings reviewed for Tipton .
Fixed Compensation
| Metric | 2023 | 2024 (initial) | 2024 (post-promotion) | 2025 |
|---|---|---|---|---|
| Base salary ($) | 450,240 | 460,240 | 560,240 (effective May 13, 2024) | 600,000 |
| Target annual bonus (% of base) | 60% | 60% | 60% | 60% (plan in place; target disclosed for NEOs) |
| Actual annual bonus ($) | 270,144 | — | 336,144 (for FY2024) | — |
| All other compensation ($) | 50,834 | — | 103,335 (FY2024) | — |
Multi-year compensation summary:
| Component | 2022 | 2023 | 2024 |
|---|---|---|---|
| Salary ($) | 420,215 | 450,258 | 522,206 |
| Stock awards ($ grant-date fair value) | — | — | 2,470,000 |
| Non‑equity incentive plan ($) | 252,000 | 270,144 | 336,144 |
| All other compensation ($) | 50,764 | 50,834 | 103,335 |
| Total ($) | 987,979 | 771,237 | 3,431,685 |
Performance Compensation
2024 Executive Incentive Plan metrics (Other NEO weighting; Tipton target 60% of base):
| Metric | Weighting (Other NEOs) | Target | Actual | Payout implication |
|---|---|---|---|---|
| ROAA (as adjusted) | 10% | ≥ 1.20% | 1.77% | Met; contributed to full payout . |
| ROTCE (as adjusted) | 10% | ≥ 10% | 16.64% | Met; contributed to full payout . |
| Efficiency ratio (as adjusted) | 10% | Under 47% | 42.65% | Met; contributed to full payout . |
| Net charge-off ratio | 10% | ≤ 1% | 0.10% | Met; contributed to full payout . |
| Peer percentile ROAA | 12.5% | ≥ 66 2/3rd | 93.67% | Met; contributed to full payout . |
| Peer percentile ROTCE | 12.5% | ≥ 66 2/3rd | 87.33% | Met; contributed to full payout . |
| Peer percentile efficiency | 12.5% | ≥ 66 2/3rd | 92.67% | Met; contributed to full payout . |
| Peer percentile NIM | 12.5% | ≥ 66 2/3rd | 94.33% | Met; contributed to full payout . |
| Individual performance | 10% | Committee discretion | — | Included in payout decision . |
| 2024 bonus earned | — | — | 60% of base ($336,144) | Earned per plan . |
Bonus deferral mechanics:
- Additional 10% of base is deferred and paid in January three years after the performance year, subject to continued employment; for 2024 amounts, payment is scheduled January 2027 .
Clawback:
- Cash bonuses are subject to clawback for restatements, misconduct, or if September 30th peer-based awards later fail upon full-year data .
Equity Ownership & Alignment
Beneficial ownership and holdings:
| Item | Amount | Notes |
|---|---|---|
| Total beneficial ownership (shares) | 251,340 | Includes components below . |
| Ownership as % of shares outstanding | ~0.13% (251,340 / 198,838,424) | Based on 198,838,424 shares outstanding (Jan 31, 2025) . |
| 401(k) plan | 25,032 shares | Tipton’s 401(k) holdings . |
| Restricted stock (unvested) | 120,000 shares | Promotional award and other RSUs . |
| Restricted stock (unvested, legacy) | 20,000 shares (MV $566,000 at $28.30) | Footnote (10) award . |
| Options – exercisable | 40,000 @ $18.46, exp. 8/23/2025 | Legacy grant . |
| Options – exercisable | 36,000 @ $23.32, exp. 7/19/2028 | Portion of 2018 grant . |
| Options – unexercisable | 24,000 @ $23.32, exp. 7/19/2028 | Vests in two equal annual installments beginning March 31, 2025 . |
| Pledging status | No shares pledged disclosed for Tipton | Pledging footnotes identify others; none for Tipton . |
| Hedging/derivatives policy | Company discourages directors/officers from trading puts/calls on HOMB securities | Alignment policy . |
Vesting schedules:
| Award | Vesting terms | Source |
|---|---|---|
| 100,000 RSU grant (promotion) | Vests in equal annual installments over four years, starting May 13, 2025 | Promotion-related award . |
| 20,000 RSU (legacy performance award) | Performance goal met 3/31/2021; vests in two equal annual installments beginning 3/31/2025 | Legacy performance award . |
| 36,000 + 24,000 options (2018 grant) | 24,000 options vest in two equal annual installments beginning 3/31/2025; 36,000 already exercisable | Option vesting . |
Stock ownership guidelines:
- No explicit officer ownership multiple-of-salary guideline disclosed in the proxy sections reviewed; general insider trading and governance policies are disclosed .
Employment Terms
| Term | Details |
|---|---|
| Change-in-control agreement (CIC) | Lump-sum cash payment equal to 2.99× average taxable compensation over the prior five years, payable within 30 days of CIC; subject to 280G cutback and an absolute cap of $6,000,000 for Tipton . |
| CIC definition | Occurs upon: >40% stock acquisition, board majority turnover within 12 months without prior endorsement, or sale of assets ≥40% of gross FMV . |
| Tail provision | If terminated without cause and a CIC occurs within 12 months after termination, the CIC payment is still owed . |
| Accelerated vesting | Equity incentive awards are subject to accelerated vesting upon certain terminations and upon CIC . |
| Potential payouts (as of 12/31/2024) | Death/Disability: Total $3,867,658 (cash $352,138; restricted shares $3,396,000; options $119,520) . CIC: Total $4,917,994 (cash $1,402,474 net after cutback; restricted shares $3,396,000; options $119,520) . |
| Deferred compensation | Company reports no nonqualified deferred contribution plans for NEOs; EIP has a 10% deferred bonus component as noted above . |
| Non‑compete / non‑solicit | Not disclosed in the proxy sections reviewed. |
Investment Implications
- Incentive alignment: Tipton’s pay is tied to bank-operating metrics (ROAA, ROTCE, efficiency, NCOs, NIM) with clear targets and peer-relative hurdles; 2024 metrics exceeded targets, yielding the full 60% bonus, indicating strong linkage between compensation and performance .
- Upcoming supply from vesting and option events: The 100,000 RSU promotion grant begins vesting annually from May 13, 2025, the legacy 20,000 RSU vests on March 31, 2025 and 2026, and 24,000 options begin vesting from March 31, 2025; a 40,000‑share option tranche expires August 23, 2025—these dates can create episodic insider selling pressure around vest/expiry .
- Retention and CIC economics: A single‑trigger CIC payout at 2.99× average compensation (capped and subject to cutbacks) plus accelerated vesting provides retention but also increases change‑in‑control sensitivity; Tipton’s modeled CIC total was ~$4.9M at year‑end 2024 (net cash ~$1.4M) .
- Governance risk mitigants: No pledging disclosed for Tipton and company hedging restrictions reduce misalignment risk; bonuses and equity are subject to clawback, lowering adverse incentive risk .