Ajit A. Patel
About Ajit A. Patel
Ajit A. Patel is an independent director and Chairman of the Compensation Committee at MetroCity Bankshares (MCBS), serving on the board since the Bank’s founding in 2006. He is Managing Member of Amrit & Sons I, LLC (since 1999) and Relax Hospitality, LLC (since 2010), and owns/operates two hotels in Pensacola, FL; previously a financial consultant at the Ayco Company (1993–1997). Education: City University London (Honors in Economics & Accountancy) and M.S. in Taxation from Georgia State University; he serves as Board Chairman of the Days Inn Advisory Council (elected 2017) and was director/treasurer of Visit Pensacola, Inc. (2014–2016) .
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Ayco Company | Financial Consultant | 1993–1997 | Financial advisory experience |
| Amrit & Sons I, LLC | Managing Member | 1999–present | Commercial real estate oversight |
| Relax Hospitality, LLC | Managing Member | 2010–present | Hospitality operations and strategy |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Days Inn Advisory Council | Board Chairman | Elected 2017; currently | Franchise advisory leadership |
| Visit Pensacola, Inc. | Director & Treasurer | 2014–2016 | Regional tourism governance |
| Hotel ownership (Pensacola, FL) | Owner/Operator | Ongoing | Operational hospitality experience |
Board Governance
- Independence: Classified as independent director under Nasdaq/SEC rules; marked “* Independent Director” in the committee matrix . He also meets audit committee independence criteria; all Audit & Compliance Committee members are independent and “financially sophisticated” under Nasdaq rules .
- Attendance: Each director participated in at least 75% of board and committee meetings in 2024 and 2023; the Company had 4 regular + 2 special board meetings (and 12 bank board meetings) in 2024; committee meetings: Audit & Compliance (13), Compensation (2), Nominating & Governance (2) .
- Committee leadership/interlocks: Chairs Compensation Committee; Committee reported it did not engage any compensation advisor/consultant in 2024; no compensation committee interlocks or insider participation disclosed .
| Committee | Role | Membership (2024) | Meetings in Year |
|---|---|---|---|
| Audit & Compliance | Member | Yes | 13 |
| Compensation | Chair | Yes | 2 |
| Nominating & Governance | Member | Yes | 2 |
Fixed Compensation
- Structure: Cash retainer and board meeting fees; additional annual fees for committee chairs; Director’s Loan Committee per-meeting fees .
| Cash Component | 2022 | 2023 | 2024 |
|---|---|---|---|
| Monthly cash retainer ($/month) | $2,250 | $2,750 | $2,750 |
| Board meeting fee ($/meeting) | $2,250 | $2,750 | $2,750 |
| Compensation Committee Chair fee ($/year) | $7,000 | $8,000 | $8,000 |
| Director’s Loan Committee ($/meeting) | $300 | $400 | $400 |
- Actual director pay received (Ajit A. Patel):
| Metric | 2022 | 2023 | 2024 |
|---|---|---|---|
| Fees Earned or Paid in Cash ($) | $66,100 | $74,383 | $78,000 |
| Stock Awards ($) | $19,985 | $22,000 | $22,000 |
| Total ($) | $86,085 | $96,383 | $100,000 |
Performance Compensation
- Director equity awards are time-based restricted stock (not performance-based); vesting generally 25% at grant and 25% on each of the first three anniversaries, subject to continued service .
- Company-wide pay-for-performance context (NEOs): Committee emphasized Return on Average Equity and Net Income as the most important performance measures linking compensation actually paid to performance in 2024 (NEO-level, not directors) .
| Equity Award Metrics | 2022 | 2023 | 2024 | 2025 |
|---|---|---|---|---|
| Grant date | Jun 1, 2022 | Jun 1, 2023 | Jun 3, 2024 | Jun 2, 2025 |
| Shares granted | 984 | 1,339 | 892 | 859 |
| Grant price/fair value ($) | $20.31 (fair value) | $16.43 (fair value) | $24.65 (Form 4 price) | $27.94 (Form 4 price) |
| Vesting schedule | 25% at grant; 25% annually for 3 years | 25% at grant; 25% annually for 3 years | Time-based RS; per annual cycle | Time-based RS; per annual cycle |
| Performance metrics (director awards) | None disclosed | None disclosed | None disclosed | None disclosed |
| NEO Pay-For-Performance Metrics (context) | 2024 |
|---|---|
| Return on Average Equity; Net Income |
Other Directorships & Interlocks
- Public company boards: None disclosed in MCBS proxy biography for Patel .
- Compensation Committee Interlocks: None; no officer service and no reciprocal committee relationships disclosed .
Expertise & Qualifications
- Finance/accounting literacy and governance experience; broad strategic planning and hospitality/commercial real estate background .
- Audit Committee independence and financial sophistication requirement met by all members (Patel is a member) under Nasdaq/SEC standards .
- Board’s skills framework includes finance, capital markets, regulatory, and risk management as desired qualifications; Patel’s profile aligns with governance and strategic experience .
Equity Ownership
| Metric | 2023 (as of 3/31/2023) | 2024 (as of 4/1/2024) | 2025 (as of 4/1/2025) |
|---|---|---|---|
| Shares beneficially owned | 696,278 | 697,150 | 693,243 |
| % of shares outstanding | 2.77% | 2.77% | 2.73% |
Notes:
- Includes 49,088 shares held by his wife and 5,000 shares held by Relax Hospitality, LLC (indirect) in 2023–2024 footnotes .
- Company prohibits hedging, short-selling, margin purchases, and using Company securities as collateral for loans; insider trading blackout periods apply .
Insider Trades (Form 4)
| Transaction Date | Type | Shares | Price ($) | Direct/Indirect | Post-Transaction Shares | Source |
|---|---|---|---|---|---|---|
| 2023-03-10 | Purchase | 2,500 | 17.10 | Not specified | 2,500 | |
| 2023-03-13 | Purchase | 2,500 | 16.40 | Not specified | 5,000 | |
| 2023-06-01 | RS Award | 1,339 | 16.43 | Not specified | 644,847 | |
| 2024-06-03 | RS Award | 892 | 24.65 | Not specified | 645,739 | |
| 2024-11-07 | Sale | 5,000 | 33.10 | Indirect | 0 (indirect position) | |
| 2025-06-02 | RS Award | 859 | 27.94 | Direct | 646,598 |
Governance Assessment
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Strengths: Long-tenured independent director with chair role on the Compensation Committee and membership on Audit & Compliance and Nominating & Governance—indicating deep governance engagement. Attendance met Company expectations (≥75% across board/committees) and committee activity levels are robust (Audit & Compliance met 13 times in 2024) . Ownership of ~2.73% as of April 1, 2025 aligns incentives with shareholders, and hedging/pledging/margin restrictions support alignment .
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Compensation oversight: As Compensation Chair, Patel’s committee did not engage external compensation advisors in 2024 (neutral signal; may reflect straightforward plans); no interlocks reported, reducing conflict risk .
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Related-party exposure: Company reports no director-related transactions >$120,000, aside from ordinary banking relationships and specified lease payments to 5385 JC, LLC; no red flags tied to Patel disclosed .
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Signals: Modest and stable director equity grants with time-based vesting; YoY cash fees rose from $66,100 (2022) → $74,383 (2023) → $78,000 (2024), stock awards consistent at ~$20–22K, suggesting incremental cash emphasis but continued equity alignment .
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RED FLAGS: None disclosed regarding low attendance, hedging/pledging, related-party transactions, or compensation interlocks; one small indirect sale of 5,000 shares in Nov 2024 appears immaterial vs. holdings and does not indicate pledging/hedging .