William L. Williams III
About William L. Williams III
William L. Williams III, age 73, is Vice Chairman of the Board and Executive Vice President at Live Oak Bancshares (LOB), and one of the Bank’s original founders. He began his career in 1973 at Wachovia and has over 50 years of corporate banking and SBA lending experience; he holds a B.S. in Business Administration from UNC Chapel Hill (1973). He has served on the Live Oak board since 2008 and is not independent under NYSE rules (Messrs. Mahan, Underwood, and Williams are the non-independent directors) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Wachovia Bank & Trust Co. | Corporate banking roles; managed corporate lending for SE North Carolina | 1973–1987; relocated to Wilmington in 1987 | Led regional corporate lending to mid-market companies |
| Cardinal Bancshares / Vine Street Financial (Vine Street Trust Company) | President and Senior SBA lender | From 1992 | Co-founded niche SBA lending division with James S. Mahan III |
| BB&T | Senior SBA lender (post Vine Street acquisition) | Until May 2007 | Senior SBA lending responsibilities before resigning to found Live Oak’s predecessor |
| Live Oak Bancshares / Live Oak Bank | Founder; Executive Vice President; Vice Chairman of the Board | 2008–present | Foundational SBA expertise; executive leadership; board vice chair |
External Roles
| Organization | Role | Tenure/Status | Notes |
|---|---|---|---|
| Elon University | Board of Trustees | Current | Non-profit/academic governance role |
| Medical Park Hotels, LLC | Managing member; 20% equity interest | Ongoing | Related-party; Bank paid ~$183,453 in 2024 for room rentals (discounted rates) |
Board Governance
- Role and independence: Vice Chairman; not independent under NYSE listing standards .
- Committee assignments: Not listed among the permanent committees (Audit, Risk, Compensation, Nominating & Corporate Governance); committee rosters exclude Williams, indicating no permanent committee membership disclosed .
- Attendance: The Board met six times in 2024; all incumbent directors attended at least 75% of aggregate Board and committee meetings (Williams included) .
- Leadership: Chairman and CEO roles are combined (James S. Mahan III); no Lead Independent Director appointed .
- Executive sessions: Independent directors meet in executive session; chairs preside portions relevant to their committees .
Fixed Compensation
- Employees who serve as directors are not separately compensated under the non‑employee Director Compensation Plan; the director fee/RSU schedule applies to non‑employee directors only (Williams is EVP/Vice Chairman) .
- No NEO disclosure provided for Williams; his individual executive compensation is not itemized in the proxy’s NEO tables (he is not listed among 2024 NEOs) .
Performance Compensation
- No performance-based compensation disclosure for Williams in the proxy (no RSU/option tables identify awards for Williams) .
Other Directorships & Interlocks
| Entity | Relationship | Interlock/Transaction | 2024 Amount |
|---|---|---|---|
| Medical Park Hotels, LLC | Williams: 20% member; Cameron (director): 4% direct and ~3.2% indirect interests | Related-party hotel room rentals for employees/recruits/associates | $183,453 |
Implication: Direct economic interest in a vendor to the Bank, shared with another LOB director, creates a related-party exposure that requires ongoing Audit Committee oversight and transparent arm’s‑length terms .
Expertise & Qualifications
- 50+ years in corporate banking and SBA lending; founding organizer of the Company; deep sector domain expertise .
- Operational leadership and credit risk experience from Wachovia, Vine Street Financial, and BB&T; governance role at Elon University .
- Board vice chair credentials aligned to small business/SBA focus of LOB .
Equity Ownership
| Metric | Detail |
|---|---|
| Total beneficial ownership | 1,343,286 shares; 3.0% of 45,403,593 outstanding |
| Direct/Trust holdings | 1,139,325 shares held by the William L. Williams III Revocable Trust |
| Shares pledged (RED FLAG) | 392,100 and 433,000 shares pledged as collateral; outstanding lines of $2,000,000 and $5,283,082 as of Jan 31, 2025 |
| Shared voting rights | 14,110 shares via SPoint-ILM, LLC; 137,025 via Elizabeth L. Williams Revocable Trust |
| Hedging/Pledging policy | Hedging prohibited; pledging permitted with pre-clearance and quarterly reporting; minimum collateral value ≥2x credit extended |
| Stock ownership guidelines | None in place for directors/executives (Board reviews alignment periodically) |
Governance Assessment
- Independence and committee effectiveness: Williams is a non‑independent, long-tenured founder-executive without permanent committee roles; in a structure with combined Chair/CEO and no Lead Independent Director, this concentrates influence among insiders and may dilute independent oversight .
- Related-party transactions (RED FLAG): Medical Park Hotels payments and dual director interests (Williams and Cameron) present recurring conflicts; while discounted rates and arm’s‑length assertions are disclosed, ongoing use requires vigilant Audit Committee review and clear competitive benchmarks to protect shareholders .
- Pledging of shares (RED FLAG): Significant pledged share positions and outstanding personal lines of credit increase the risk of forced sales under adverse market moves; although policy permits pledging with controls, investor alignment and downside risk should be monitored (notably the CEO has large pledges; Williams’ pledged blocks and borrowings are specific and material) .
- Immediate family employment: Williams’ son received $282,112 in cash compensation in 2024; the company states standard policies and that related executives lack a financial interest in the compensation, but optics require continued scrutiny for preferential treatment risks .
- Attendance/engagement: Attendance met the minimum threshold (≥75%); for a vice chair executive director, deeper engagement would be expected; the proxy notes heavy committee activity by independent directors, which can mitigate some governance concentration .
Overall: Williams brings substantial SBA and banking expertise and founder continuity. Key investor confidence risks are pledging exposure and related-party hotel transactions, magnified by the board’s combined Chair/CEO structure and lack of a Lead Independent Director. Strengthening independent leadership, tightening pledging restrictions, and instituting ownership guidelines would improve alignment and oversight .