George Silva
About George Silva
George Silva is Vice President–Operations at J.W. Mays, Inc., serving as an executive officer since March 1995; he is 75 years old per the company’s latest Form 10-K . Education is not disclosed in SEC filings . During the most recent three fiscal years, company pay-versus-performance disclosures show cumulative TSR values of $119.39 (FY2023), $114.03 (FY2024), and $91.52 (FY2025), while net loss was $(82,964), $(406,568), and $(136,240), respectively .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| J.W. Mays, Inc. | Vice President–Operations | March 1995–present | Not disclosed |
External Roles
No external directorships or public company boards disclosed for Silva in company filings .
Fixed Compensation
| Metric | FY 2022 | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|---|
| Salary ($) | 303,791 | 318,874 | 328,368 | 339,000 |
| Bonus ($) | 29,000 | 29,000 | 29,000 | — |
| Change in Pension Value and Non‑qualified Deferred Compensation Earnings ($) | 51,890 | 54,756 | 59,179 | 61,805 |
| Total ($) | 384,681 | 402,630 | 416,547 | 400,805 |
- Executive base salaries are set via employment agreements and reviewed by the Board; the Company states it has no incentive compensation programs or stock option plans .
- Retirement Plan contributions exist company‑wide and are formulaic (15% of compensation up to the plan limit plus 5.7% above the Social Security base); these benefits are available to named executive officers .
Performance Compensation
The Company discloses it “has no incentive compensation programs or stock option plans,” and generally does not use TSR or net income in its executive compensation program; annual cash bonuses are discretionary as determined by the Board .
| Year | Type | Metric | Weighting | Target | Actual | Payout | Vesting |
|---|---|---|---|---|---|---|---|
| 2022 | Discretionary cash bonus | None | N/A | N/A | $29,000 | Paid in cash | N/A (cash) |
| 2023 | Discretionary cash bonus | None | N/A | N/A | $29,000 | Paid in cash | N/A (cash) |
| 2024 | Discretionary cash bonus | None | N/A | N/A | $29,000 | Paid in cash | N/A (cash) |
| 2025 | Discretionary cash bonus | None | N/A | N/A | $0 | N/A | N/A (cash) |
- Equity awards (RSUs/PSUs/options) are not used; stock and option award columns are zero in all reported years for Silva .
Equity Ownership & Alignment
| As of | Shares Beneficially Owned | % of Shares Outstanding | Pledged/Hedged | Notes |
|---|---|---|---|---|
| Sep 3, 2024 | 2 | —% | No pledging disclosed; Company prohibits hedging/monetization transactions | Beneficial ownership per DEF 14A |
| Sep 2, 2025 | 2 | —% | No pledging disclosed; Company prohibits hedging/monetization transactions | Beneficial ownership per DEF 14A |
- Insider Trading and Anti‑Hedging Policy effective June 3, 2025 prohibits hedging and monetization transactions (e.g., zero‑cost collars, forward sale contracts) .
Employment Terms
| Term | Detail |
|---|---|
| Agreement | Employment Agreement extended on August 1, 2023; multiple prior renewals (2008, 2011, 2014, 2017, 2020) |
| Base Salary (Year 1 of 2023 extension) | $324,000 for Silva |
| Term & Disability | If permanently disabled, compensation continues through July 31, 2026 (end of current term) |
| Bonus Determination | Annual bonuses at Board discretion; no formal incentive program |
| Non‑Compete & Non‑Solicit | 24 months post‑termination; 15‑mile radius of Company’s principal place of business; prohibits inducing Company employees to join a competitor and misuse of confidential information |
| Severance | No severance provisions beyond disability in employment agreements |
| Change‑of‑Control | Not disclosed in the Company’s filings |
| Notices & Execution | Agreement parties and notice addresses documented in 10‑K exhibits; Silva’s agreement signed and incorporated by reference |
Performance & Track Record
| Metric | FY 2023 | FY 2024 | FY 2025 |
|---|---|---|---|
| Cumulative TSR (Initial $100) | $119.39 | $114.03 | $91.52 |
| Net Income (Loss) | $(82,964) | $(406,568) | $(136,240) |
- The Company notes TSR and net income are not metrics used to set executive compensation and disclosures are presented per SEC requirements .
Compensation Structure Analysis
- Cash‑heavy pay structure with salary and discretionary cash bonus; no equity or option participation, limiting direct pay‑for‑performance alignment with shareholder returns .
- Year‑over‑year salary growth from $303,791 (FY2022) to $339,000 (FY2025); bonus remained flat at $29,000 until FY2025 when no bonus was paid .
- Retirement Plan accruals (reported as change in pension/deferred comp) rose from $51,890 (FY2022) to $61,805 (FY2025), reflecting formulaic contributions rather than performance‑based incentives .
Risk Indicators & Red Flags
- Minimal equity ownership (2 shares; de minimis % of class), indicating limited “skin‑in‑the‑game” alignment .
- No severance protections beyond disability; potential retention sensitivity primarily tied to salary and retirement plan benefits rather than equity‑based vesting .
- Anti‑hedging policy in place; no pledging disclosed, reducing alignment violations risk .
Investment Implications
- Alignment: Compensation is predominantly fixed cash with discretionary bonuses and no equity incentives; combined with de minimis stock ownership, this structure weakens direct pay‑for‑performance alignment for Silva relative to TSR outcomes .
- Retention: Absence of severance (other than disability) and lack of unvested equity reduces insider selling pressure but also diminishes long‑term retention hooks commonly provided by vesting schedules .
- Governance/Trading Signals: The insider trading policy prohibits hedging, and there is no evidence of pledging; with only 2 shares owned, insider sales pressure is negligible, but limited ownership implies weak signaling value from insider holdings or trades .
- Performance Context: TSR has trended down from FY2023 to FY2025 and the company reported net losses in each of the past three years; since the Company does not tie compensation to these metrics, pay is unlikely to adjust materially with near‑term performance swings .