Michael Davenport
About Michael S. Davenport
Independent director since 2020 (Bank board since 2017), age 55. President & CEO of Jireh Metal Products since 2015; previously held roles in sales, risk management, and community development at U.S. Bank, Fifth Third Bank, and First Financial Bank (13 years in banking). Education: B.S. Psychology (Xavier University) and J.D. (University of Cincinnati College of Law). Current Executive Session Facilitator (independent director) at MBWM, signaling trusted leadership in independent oversight .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Jireh Metal Products | President & CEO | 2015–present | Manufacturing leadership; community engagement |
| U.S. Bank; Fifth Third Bank; First Financial Bank | Various positions (sales, risk management, community development) | ~13 years | Banking expertise applicable to audit/risk oversight |
External Roles
| Organization | Role |
|---|---|
| The Right Place | Board member |
| Grand Rapids Chamber of Commerce | Board member |
| The Right Place Manufacturing Council | Board member |
| Michigan Manufacturing Technology Center | Board member |
| Xavier University President’s Advisory Council | Advisory role |
Board Governance
- Committee assignments: Audit (member), Compensation (member), Governance & Nominating (member); Executive Session Facilitator (ESF) .
- Independence: Board determined all directors except the CEO are independent; Davenport is independent .
- Attendance: All directors attended at least 78% of Board and Committee meetings in 2024; Board met 8 times; Committee meetings held: Audit 4, Compensation 7, Governance 4 .
- Executive sessions: Independent directors hold at least two executive sessions annually; ESF (Davenport) sets the agenda and leads sessions .
- Policies strengthening governance: Anti-hedging/anti-pledging (pledging requires Governance Committee pre-approval), Code of Ethics, Clawback policy, ESG oversight by Governance & Nominating Committee .
Fixed Compensation
| Component | 2024 Amount | Notes |
|---|---|---|
| Cash fees | $35,575 | Quarterly installments; forfeiture of Q4 cash if attendance <85% |
| Stock awards | $38,668 | Paid as 50% of annual retainer in stock; issued June 1, 2024 |
| Total | $74,243 | No option awards; no meeting fees; single retainer model |
- Director retainer schedule (structure): Non-chair director $75,300; ESF add $2,100; Committee chairs/Chairman higher retainers; 50% stock/50% cash payment mechanics .
- Deferred compensation: Directors eligible to defer up to 100% of director fees under Deferred Compensation Plan #2 effective Jan 1, 2025 (no company contributions; rabbi trust; distributions per plan) .
Performance Compensation
| Feature | Status | Source |
|---|---|---|
| Performance-based director incentives | None disclosed; director pay is retainer-based (no options; no meeting fees) |
Other Directorships & Interlocks
| Category | Detail |
|---|---|
| Current public company boards | None disclosed |
| Private/non-profit boards | See External Roles table |
Expertise & Qualifications
- Banking, risk management, law, and community development experience; aligns with Audit and risk oversight .
- Legal training (JD) enhances governance and compliance perspective .
- Manufacturing CEO role provides operating experience and stakeholder engagement .
Equity Ownership
| Metric | Value |
|---|---|
| Beneficial ownership (shares) | 9,490 (includes 1,800 in IRA) |
| Ownership % of shares outstanding | <1% |
Governance Assessment
- Strengths: Independent director across all three committees; ESF leadership; active meeting cadence and diversity of board skills; strong governance policies (anti-hedging/pledging, clawback; ESG oversight) bolster investor confidence .
- Director pay alignment: 50/50 cash–stock retainer with attendance threshold; modest total ($74k) suggests alignment without excessive compensation .
- Shareholder signals: Say-on-Pay support at 96.1% in 2024 indicates broad approval of compensation governance framework .
- Potential conflicts & controls: Bank may engage in ordinary-course loans to directors or companies of interest on market terms; Audit Committee reviews related person transactions; policy in place to ensure terms comparable to non-related parties. No specific related-party transaction involving Davenport is disclosed; monitoring appropriate given outside CEO role at a manufacturing company that could bank with MBWM .
- RED FLAGS: None disclosed (no hedging/pledging by directors noted; no option repricing; Section 16 filings timely). Continue monitoring for any related-party transactions and attendance thresholds .