Dwight L. Jacobs
About Dwight L. Jacobs
Dwight L. Jacobs, age 59, is an independent director of HomeTrust Bancshares, Inc. (HTB) serving since May 20, 2024; his current term runs through the 2026 annual meeting . He is Senior Vice President, Supply Chain, Real Estate, and Chief Procurement Officer at Duke Energy and previously served as Chief Accounting Officer, Chief Risk Officer, and SVP of FP&A at Duke; earlier, he was an audit and business advisory partner at Arthur Andersen for 14 years . He is a Lumbee Indian of North Carolina with extensive community leadership roles, and the Board cites his finance and risk expertise and business leadership as core credentials .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Duke Energy | SVP, Supply Chain, Real Estate, and Chief Procurement Officer; prior roles: Chief Accounting Officer, Chief Risk Officer, SVP FP&A | 23-year career at Duke Energy (roles over career) | Finance and risk leadership at a Fortune 150 utility |
| Arthur Andersen | Audit and business advisory partner (Washington, DC and Carolinas) | 14 years | Served large PE, consumer, hospitality, real estate clients |
| HomeTrust Bancshares | Advisory Director (prior to board appointment) | Sept 25, 2023–May 20, 2024 | Board advisory capacity leading to directorship |
External Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| UNC–Chapel Hill Alumni Committee on Racial & Ethnic Diversity | Vice Chair | Not disclosed | University leadership/community engagement |
| Communities in Schools (Charlotte) | Board member; former President | Not disclosed | Education/community support |
| Queens University of Charlotte (McColl School of Business) | Advisory Board member | Recently appointed | Business school advisory leadership |
Board Governance
- Independence: The Board determined Mr. Jacobs is independent under NYSE rules .
- Committee assignments: Member, Asset/Liability Committee (ALCO); not a chair .
- Committee cadence and Board attendance: In FY2024 (year ended Dec 31, 2024), the Board met 8 times, ALCO met 4 times, and no incumbent director attended fewer than 75% of applicable meetings .
- Board structure: Roles of Chair and CEO are separated to enhance oversight; independent Chair is Richard T. Williams .
- Board composition: Nine of eleven directors were independent in 2024; diversity and refreshment metrics highlighted by the company .
Fixed Compensation
| Component | Amount/Detail | Evidence |
|---|---|---|
| Fees Earned or Paid in Cash (FY2024) | $31,667 | |
| All Other Compensation (FY2024) | $280 (dividends on unvested restricted stock) | |
| Total Cash/Other (FY2024) | $31,947 | |
| Standard Director Cash Program (2024) | $34,000 annual retainer; $750 per committee meeting ≥1 hour; additional chair retainers ($15,000 Chair; $10,000 Audit Chair; $7,500 Comp Chair; $5,000 Gov/Nom Chair) | |
| 2025 Changes Approved (effective dates noted) | RS award target to $40,000 (6/1/2025); Chair retainer to $40,000 (1/1/2025); Audit Chair $12,000, Comp Chair $9,000, Gov/Nom Chair $6,000 (3/1/2025); ALCO Chair retainer $3,000 (3/1/2025); M&A Chair per-meeting fee $1,500 (1/1/2025); committee fee threshold reduced to 30 minutes (1/1/2025) |
Performance Compensation
| Grant Type | Grant Date | Shares/Units | Grant Date Fair Value | Vesting | Evidence |
|---|---|---|---|---|---|
| Restricted Stock (Non-Employee Director annual grant) | May 31, 2024 | 1,218 shares to Mr. Jacobs | $33,629 | Vest in full on May 31, 2025 |
Note: HTB discloses time-based director equity; no performance-conditioned metrics apply to non-employee director equity awards. Executive incentive metrics and outcomes are disclosed separately and achieved strong say-on-pay support (~97% of votes cast in favor at May 2024 meeting) .
Other Directorships & Interlocks
| Type | Entity | Role | Notes |
|---|---|---|---|
| Public company boards | — | — | No current public company directorships disclosed for Mr. Jacobs in the proxy’s director biography . |
| Non-profit/Academic | Communities in Schools (Charlotte); UNC–Chapel Hill ACRE; McColl School of Business (Queens Univ.) | Board/Advisory roles | Governance and community engagement roles (not-for-profit/academic) . |
Expertise & Qualifications
- Finance and risk: Former Chief Accounting Officer and Chief Risk Officer at Duke Energy; extensive FP&A leadership; prior audit partner experience at Arthur Andersen supporting large corporate clients .
- Operations/supply chain: Current enterprise supply chain, real estate, and procurement leadership at a Fortune 150 utility .
- Community leadership: Multiple education- and community-focused board roles; UNC Distinguished Service Medal (2023) .
- Audit Committee Financial Expert designation is held by other directors (Kendall, Switzer), not attributed to Mr. Jacobs in the proxy .
Equity Ownership
| Metric | Value | Evidence |
|---|---|---|
| Total beneficial ownership (3/20/2025) | 1,763 shares | |
| Ownership as % of outstanding | 0.01% | |
| Unvested director restricted shares (12/31/2024) | 1,218 shares | |
| Pledged shares | Prohibited by policy (no pledging allowed) | |
| Hedging | Prohibited by policy | |
| Director stock ownership guideline | 5× annual Board retainer | |
| Compliance status (as of 12/31/2024) | All directors either satisfied or progressing toward minimums |
Board Governance (Committee Work, Independence, Attendance)
| Item | Detail | Evidence |
|---|---|---|
| Committee memberships | Asset/Liability Committee (member) | |
| Committee chair roles | None for Mr. Jacobs | |
| Board meetings (FY2024) | 8 meetings; no incumbent director <75% attendance | |
| ALCO meetings (FY2024) | 4 meetings (ALCO) | |
| Independence | Independent director under NYSE rules | |
| Board leadership | Independent Chair; roles of CEO and Chair separated |
Related Party Transactions (Conflict Screening)
- Policy: Audit Committee reviews/approves related party transactions under Item 404(a) with robust criteria; ordinary course banking transactions are generally exempt .
- Loans: Loans to directors/officers (and related persons) are in the ordinary course, at market terms, per underwriting, with no unusual risk features .
- No director-specific related-party transactions involving Mr. Jacobs are identified in the proxy’s related party section; the disclosure focuses on policy and ordinary-course lending standards .
Governance Assessment
-
Positives
- Independent director with deep finance, risk, and operating expertise from a Fortune 150 environment; adds risk oversight value on ALCO .
- Good attendance norms at the Board level; ALCO met quarterly; Board met eight times; none below 75% attendance in FY2024 .
- Strong alignment practices: director equity grants; prohibitions on hedging/pledging; 5× retainer stock ownership guideline; directors in compliance or progressing .
- Board structure: independent Chair; separation from CEO enhances oversight .
- Shareholder support: recent say-on-pay vote received ~97% approval, signaling investor confidence in compensation governance .
-
Watch items
- Newer director with modest current share ownership (0.01%); guideline requires ramp to 5× retainer (company states directors are meeting or progressing) .
- No indication of Audit or Compensation Committee membership; primary contribution is ALCO (liquidity/IRR) rather than financial reporting oversight which is covered by other designated “financial experts” .
-
Red flags
- None identified: no related-party transactions disclosed involving Mr. Jacobs; hedging/pledging prohibited; no meeting attendance shortfalls disclosed .
Additional context for compensation governance: The Compensation & Human Capital Committee is independent and uses Pearl Meyer as an independent consultant; no committee delegation and strong pay-governance features are disclosed .